Skip to content
PalanorPalanor

Palanor Data/BLK

10-Q · Item 2 MD&A

BlackRock Inc. · 10-Q · Item 2 MD&A

BLK · Financials

Filed 2026-08-06 · CY2026 Q3 · Company’s FY2026 Q2 · 16,811 words

Read the original on sec.gov ↗

Palanor summary

BlackRock reported AUM of $15.3 trillion, driven by market appreciation and net inflows. Revenue increased 31% to $7.1 billion for the quarter, supported by base fee growth and the HPS Transaction. Operating income rose to $2.5 billion, with operating margin at 34.7%. The company noted higher performance fees and technology services revenue. Expense growth reflected compensation and acquisition-related costs.

Written by Palanor from the full document. Not the company’s words.

Sentiment

+0.30

Confidence

60%

Scored on the whole document. No single passage carries these two numbers, so none is highlighted.

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

FORWARD-LOOKING STATEMENTS

This report, and other statements that BlackRock may make, may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act, with respect to BlackRock’s future financial or business performance, strategies or expectations. Forward-looking statements are typically identified by words or phrases such as “trend,” “potential,” “opportunity,” “pipeline,” “believe,” “comfortable,” “expect,” “anticipate,” “current,” “intention,” “estimate,” “position,” “assume,” “outlook,” “continue,” “remain,” “maintain,” “sustain,” “seek,” “achieve,” and similar expressions, or future or conditional verbs such as “will,” “would,” “should,” “could,” “may” and similar expressions.

BlackRock cautions that forward-looking statements are subject to numerous assumptions, risks and uncertainties, which change over time and may contain information that is not purely historical in nature. Such information may include, among other things, projections and forecasts. There is no guarantee that any forecasts made will come to pass. Forward-looking statements speak only as of the date they are made, and BlackRock assumes no duty to and does not undertake to update forward-looking statements. Actual results could differ materially from those anticipated in forward-looking statements and future results could differ materially from historical performance.

BlackRock has previously disclosed risk factors in its Securities and Exchange Commission reports. These risk factors and those identified elsewhere in this report, among others, could cause actual results to differ materially from forward-looking statements or historical performance and include: (1) the introduction, withdrawal, success and timing of business initiatives and strategies; (2) changes and volatility in political, economic or industry conditions, the interest rate environment, foreign exchange rates or financial and capital markets, which could result in changes in demand for products or services or in the value of assets under management (“AUM”); (3) the relative and absolute investment performance of BlackRock’s investment products; (4) BlackRock’s ability to develop new products and services that address client preferences; (5) the impact of increased competition; (6) the impact of recent or future acquisitions or divestitures, including the acquisitions of Global Infrastructure Management, LLC (“GIP” or the “GIP Transaction”), Preqin Holding Limited (“Preqin” or the “Preqin Transaction”) and HPS Investment Partners (“HPS” or the “HPS Transaction” and together with the GIP Transaction and the Preqin Transaction, the “Transactions”); (7) BlackRock’s ability to integrate acquired businesses successfully, including the Transactions; (8) the unfavorable resolution of legal proceedings; (9) the extent and timing of any share repurchases; (10) the impact, extent and timing of technological changes and the adequacy of intellectual property, data, information and cybersecurity protection; (11) the failure to effectively manage the development and use of artificial intelligence; (12) attempts to circumvent BlackRock’s operational control environment or the potential for human error in connection with BlackRock’s operational systems; (13) the impact of legislative and regulatory actions and reforms, supervisory or enforcement actions of government agencies and governmental scrutiny relating to BlackRock; (14) changes in law and policy and uncertainty pending any such changes; (15) any failure to effectively manage conflicts of interest; (16) damage to BlackRock’s reputation; (17) increasing focus from stakeholders regarding environmental- and social-related matters; (18) geopolitical unrest, terrorist activities, civil or international hostilities, and other events outside BlackRock’s control, including wars, global trade tensions, tariffs, natural disasters and health crises, which may adversely affect the general economy, domestic and local financial and capital markets, specific industries or BlackRock; (19) climate-related risks to BlackRock’s business, products, operations and clients; (20) the ability to attract, train and retain highly qualified professionals; (21) fluctuations in the carrying value of BlackRock’s economic investments; (22) the impact of changes to tax legislation, including income, payroll and transaction taxes, and taxation on products, which could affect the value proposition to clients and, generally, the tax position of BlackRock; (23) BlackRock’s success in negotiating distribution arrangements and maintaining distribution channels for its products; (24) the failure by key third-party providers to fulfill their obligations to BlackRock; (25) operational, technological and regulatory risks associated with BlackRock’s major technology partnerships; (26) any disruption to the operations of third parties whose functions are integral to BlackRock’s exchange-traded products (“ETPs”) platform; (27) the impact of BlackRock electing to provide support to its products from time to time and any potential liabilities related to securities lending or other indemnification obligations; and (28) the impact of problems, instability or failure of other financial institutions or the failure or negative performance of products offered by other financial institutions.

37

OVERVIEW

BlackRock, Inc. (together, with its subsidiaries, unless the context otherwise indicates, “BlackRock” or the “Company”) is a leading publicly traded investment management firm with $15.3 trillion of AUM at June 30, 2026. With approximately 26,200 employees in more than 30 countries, BlackRock provides a broad range of investment management and technology and subscription services to institutional and retail clients in more than 100 countries across the globe.

BlackRock’s diverse platform of alpha-seeking active, private markets, index and cash management investment strategies across asset classes enables the Company to offer choice and tailor investment and asset allocation solutions for clients. Product offerings include single- and multi-asset portfolios investing in equities, fixed income, private markets, liquid alternatives, digital assets, currencies and commodities, and money market instruments. Products are offered directly and through intermediaries in a variety of vehicles, including open-end and closed-end mutual funds, iShares® ETFs, separate accounts, collective trust funds and other pooled investment vehicles. BlackRock also offers technology and subscription services, including the investment and risk management technology platform, Aladdin®, Aladdin WealthTM, eFront®, Preqin and Cachematrix®, as well as advisory services and solutions to a broad base of institutional and wealth management clients. The Company is highly regulated and manages its clients’ assets as a fiduciary. The Company does not engage in proprietary trading activities that could conflict with the interests of its clients.

BlackRock serves a diverse mix of institutional and retail clients across the globe. Clients include tax-exempt institutions, such as defined benefit and defined contribution pension plans, charities, foundations and endowments; official institutions, such as central banks, sovereign wealth funds, supranationals and other government entities; taxable institutions, including insurance companies, financial institutions, corporations and third-party fund sponsors, and retail intermediaries.

BlackRock maintains a significant global sales and marketing presence that is focused on establishing and maintaining retail and institutional investment management and technology service relationships by marketing its services to investors directly and through third-party distribution relationships, including financial professionals and pension consultants.

Certain prior period presentations were reclassified to ensure comparability with current period classifications.

38

EXECUTIVE SUMMARY

Three Months Ended

Six Months Ended

June 30,

June 30,

(in millions, except per share data)

2026

2025

2026

2025

GAAP basis(1):

Total revenue

$

7,084

$

5,423

$

13,782

$

10,699

Total expense

4,623

3,692

8,507

7,270

Operating income

$

2,461

$

1,731

$

5,275

$

3,429

Operating margin

34.7

%

31.9

%

38.3

%

32.0

%

Nonoperating income (expense), less net income

(loss) attributable to noncontrolling interests

("NCI") - consolidated sponsored investment

products ("CIPs")

223

449

245

509

Income tax expense

677

587

1,193

835

Less: Net income (loss) attributable to NCI - Subco

93

—

201

—

Net income attributable to BlackRock

$

1,914

$

1,593

$

4,126

$

3,103

Diluted earnings per common share

$

12.19

$

10.19

$

26.25

$

19.83

Effective tax rate

25.2

%

26.9

%

21.6

%

21.2

%

As adjusted(2):

Operating income

$

2,916

$

2,099

$

5,585

$

4,131

Operating margin

45.9

%

43.3

%

45.2

%

43.2

%

Nonoperating income (expense), less net income

(loss) attributable to NCI - CIPs

$

145

$

404

$

167

$

479

Net income attributable to BlackRock(3)

$

2,291

$

1,883

$

4,359

$

3,653

Diluted earnings per common share(3)

$

13.91

$

12.05

$

26.45

$

23.35

Effective tax rate

25.2

%

24.8

%

24.2

%

20.8

%

Other:

Assets under management (end of period)

$

15,344,624

$

12,527,590

$

15,344,624

$

12,527,590

Diluted weighted-average common shares

outstanding (including Subco Units)

164.6

156.3

164.8

156.4

Shares outstanding including Subco Units(4)

162.6

154.8

162.6

154.8

Book value per share(5)

$

371.70

$

317.55

$

371.70

$

317.55

Cash dividends declared and paid per share

$

5.73

$

5.21

$

11.46

$

10.42

(1)

Accounting principles generally accepted in the United States (“GAAP”).

(2)

As adjusted items are described in more detail in Non-GAAP Financial Measures.

(3)

Net income attributable to BlackRock, Inc., as adjusted, and diluted earnings per common share, as adjusted, assume all Subco Units have been exchanged in accordance with their terms on a one-for-one basis into common stock of BlackRock. Accordingly, the noncontrolling interest allocated to these Subco Units has been included as part of net income attributable to BlackRock, Inc., as adjusted. See Non-GAAP Financial Measures for further information.

(4)

As of June 30, 2026, there were 155.0 million shares of common stock and 7.6 million Subco Units outstanding.

(5)

Total BlackRock stockholders’ equity divided by total shares of common stock outstanding at June 30 of the respective period-end.

Three Months Ended June 30, 2026 Compared with Three Months Ended June 30, 2025

GAAP. Operating income of $2.5 billion increased $730 million and operating margin of 34.7% increased 280 bps from the three months ended June 30, 2025. Increases in operating income and operating margin were driven by higher revenue, reflecting the positive impact of markets, organic base fee growth, T1fees related to the HPS Transaction, higher performance fees, and higher technology services and subscription revenue, partially offset by higher expense, including the impact of the HPS Transaction primarily related to T2noncash acquisition-related costs, as well as higher sales, asset and account expense. In addition, during the second quarter of 2025, BlackRock T3recorded a $39 million restructuring charge, comprised of severance and compensation expense for accelerated vesting of previously granted deferred compensation awards, in connection with an initiative to modify the Company's organization to fit more closely with strategic priorities.

Nonoperating income (expense), less net income (loss) attributable to NCI - CIPs decreased $226 million from the three months ended June 30, 2025, driven primarily by a $330 million noncash pre-tax gain in the second quarter of 2025 related to Circle Internet Group, Inc. ("Circle"), partially offset by higher equity method earnings and noncash gains on revaluation of investments.

39

Earnings per diluted common share increased $2.00, or 20%, from the three months ended June 30, 2025, reflecting higher operating income and a lower effective tax rate, partially offset by lower nonoperating income and a higher diluted share count in connection with the HPS Transaction.

As Adjusted. Operating income of $2.9 billion increased $817 million and operating margin of 45.9% increased 260 bps from the three months ended June 30, 2025. The acquisition-related expenses and restructuring charge described above have been excluded from as adjusted results. Earnings per diluted common share increased $1.86, or 15%, from the three months ended June 30, 2025, primarily reflecting higher operating income, partially offset by lower nonoperating income and a higher diluted share count in connection with the HPS Transaction.

Six Months Ended June 30, 2026 Compared with Six Months Ended June 30, 2025

GAAP. Operating income of $5.3 billion increased $1.8 billion, while operating margin of 38.3% increased 630 bps from the six months ended June 30, 2025. Operating income and operating margin reflected higher revenue, driven by the positive impact of markets, organic base fee growth, fees related to the HPS Transaction, and higher technology services and subscription revenue. GAAP operating income and operating margin were also impacted by noncash acquisition-related items in connection with the HPS and GIP Transactions as well as the restructuring charge described above.

Nonoperating income (expense), less net income (loss) attributable to NCI - CIPs decreased $264 million from the six months ended June 30, 2025, driven by the previously mentioned $330 million noncash pre-tax gain related to Circle recorded in 2025 and lower net interest income (expense), partially offset by higher equity method earnings and noncash gains on revaluation of investments.

Income tax expense for the six months ended June 30, 2026 and 2025, included $62 million and $50 million of discrete tax benefits, respectively, related to vested stock-based compensation awards. In addition, income tax expense for the six months ended June 30, 2025 included a $149 million discrete tax benefit realized from changes in the Company's organizational entity structure.

Earnings per diluted common share increased $6.42, or 32%, from the six months ended June 30, 2025, primarily reflecting higher operating income, partially offset by lower nonoperating income, a higher diluted share count in connection with the HPS Transaction, and a higher effective tax rate.

As Adjusted. Operating income of $5.6 billion increased $1.5 billion and operating margin of 45.2% increased 200 bps from the six months ended June 30, 2025. The acquisition-related expenses and restructuring charge described above have been excluded from as adjusted results. Earnings per diluted common share increased $3.10, or 13%, from the six months ended June 30, 2025, reflecting higher operating income, partially offset by lower nonoperating income, a higher effective tax rate, and a higher diluted share count in connection with the HPS Transaction.

See Non-GAAP Financial Measures for further information on as adjusted items and the reconciliation to GAAP.

For further discussion of BlackRock’s revenue, expense, nonoperating results and income tax expense, see Discussion of Financial Results herein.

NON-GAAP FINANCIAL MEASURES

BlackRock reports its financial results in accordance with GAAP; however, management believes evaluating the Company’s ongoing operating results may be enhanced if investors have additional non-GAAP financial measures. Adjustments to GAAP financial measures (“non-GAAP adjustments”) include certain items management deems nonrecurring or that occur infrequently, transactions that ultimately will not impact BlackRock’s book value or certain tax items that do not impact cash flow. Management reviews non-GAAP financial measures, in addition to GAAP financial measures, to assess ongoing operations and considers them to be helpful, for both management and investors, in evaluating BlackRock’s financial performance over time. Management also uses non-GAAP financial measures as a benchmark to compare its performance with other companies and to enhance comparability for the reporting periods presented.

Non-GAAP financial measures may pose limitations because they do not include all of BlackRock’s revenue and expense. BlackRock’s management does not advocate that investors consider such non-GAAP financial measures in isolation from, or as a substitute for, financial information prepared in accordance with GAAP. Non-GAAP financial measures may not be comparable to other similarly titled measures of other companies.

40

Computations and reconciliations for all periods are derived from the condensed consolidated statements of income as follows:

(1) Operating income, as adjusted, and operating margin, as adjusted:

Three Months Ended

Six Months Ended

June 30,

June 30,

(in millions)

2026

2025

2026

2025

Operating income, GAAP basis

$

2,461

$

1,731

$

5,275

$

3,429

Non-GAAP expense adjustments:

Compensation expense related to appreciation

(depreciation) on deferred cash compensation plans (a)

60

30

65

27

Amortization of intangible assets (b)

276

137

553

254

Acquisition-related compensation costs (b)

95

76

202

161

Acquisition-related transaction costs (b)(1)

13

10

28

49

Change in fair value of contingent consideration (b)

11

76

(538

)

172

Restructuring charge (c)

—

39

—

39

Operating income, as adjusted

$

2,916

$

2,099

$

5,585

$

4,131

Revenue, GAAP basis

$

7,084

$

5,423

$

13,782

$

10,699

Non-GAAP adjustments:

Distribution fees

(395

)

(320

)

(784

)

(641

)

Investment advisory fees

(337

)

(256

)

(653

)

(505

)

Revenue used for operating margin measurement

$

6,352

$

4,847

$

12,345

$

9,553

Operating margin, GAAP basis

34.7

%

31.9

%

38.3

%

32.0

%

Operating margin, as adjusted

45.9

%

43.3

%

45.2

%

43.2

%

(1)

Amounts included within general and administration expense.

(2) Nonoperating income (expense), less net income (loss) attributable to NCI - CIPs, as adjusted:

Three Months Ended

Six Months Ended

June 30,

June 30,

(in millions)

2026

2025

2026

2025

Nonoperating income (expense), GAAP basis

$

258

$

521

$

286

$

586

Less: Net income (loss) attributable to NCI - CIPs

35

72

41

77

Nonoperating income (expense), net of NCI - CIPs

223

449

245

509

Less: Hedge gain (loss) on deferred cash compensation

plans (a)

78

45

78

30

Nonoperating income (expense), less net income (loss)

attributable to NCI - CIPs, as adjusted

$

145

$

404

$

167

$

479

(3) Net income attributable to BlackRock, Inc., as adjusted:

Three Months Ended

Six Months Ended

June 30,

June 30,

(in millions, except per share data)

2026

2025

2026

2025

Net income attributable to BlackRock, Inc., GAAP basis

$

1,914

$

1,593

$

4,126

$

3,103

Noncontrolling interest - Subco

93

—

201

—

Net income attributable to BlackRock, Inc., (for diluted EPS)

2,007

1,593

4,327

3,103

Non-GAAP adjustments(1):

Net impact of hedged deferred cash compensation plans (a)

(13

)

(11

)

(9

)

(2

)

Amortization of intangible assets (b)

206

102

413

189

Acquisition-related compensation costs (b)

71

57

151

120

Acquisition-related transaction costs (b)

9

9

20

38

Change in fair value of contingent consideration (b)

11

97

(543

)

169

Restructuring charge (c)

—

29

—

29

Income tax matters

—

7

—

7

Net income attributable to BlackRock, Inc., as adjusted

$

2,291

$

1,883

$

4,359

$

3,653

Diluted weighted-average common shares outstanding

164.6

156.3

164.8

156.4

Diluted earnings per common share, GAAP basis

$

12.19

$

10.19

$

26.25

$

19.83

Diluted earnings per common share, as adjusted

$

13.91

$

12.05

$

26.45

$

23.35

(1)

Non-GAAP adjustments, excluding income tax matters, are net of tax.

41

(1) Operating income, as adjusted, and operating margin, as adjusted: Management believes operating income, as adjusted, and operating margin, as adjusted, are effective indicators of BlackRock’s financial performance over time, and, therefore, provide useful disclosure to investors. Management believes that operating margin, as adjusted, reflects the Company’s long-term ability to manage ongoing costs in relation to its revenues. The Company uses operating margin, as adjusted, to assess the Company’s financial performance, to determine the long-term and annual compensation of the Company’s senior-level employees and to evaluate the Company’s relative performance against industry peers. Furthermore, this metric eliminates margin variability arising from the accounting of revenues and expenses related to distributing different product structures in multiple distribution channels utilized by asset managers.

•

Operating income, as adjusted, includes the following non-GAAP expense adjustments:

(a)

Compensation expense related to appreciation (depreciation) on deferred cash compensation plans. The Company excludes compensation expense related to the market valuation changes on certain deferred cash compensation plans, which the Company hedges economically. For these deferred cash compensation plans, the final value of the deferred amount to be distributed to employees in cash upon vesting is determined based on the returns on specified investment funds. The Company recognizes compensation expense for the appreciation (depreciation) of the deferred cash compensation liability in proportion to the vested amount of the award during a respective period, while the net gain (loss) to economically hedge these plans is immediately recognized in nonoperating income (expense), which creates a timing difference impacting net income.

This timing difference will reverse and offset to zero over the life of the award at the end of the multi-year vesting period. Management believes excluding market valuation changes related to the deferred cash compensation plans in the calculation of operating income, as adjusted, provides useful disclosure to both management and investors of the Company’s financial performance over time as these amounts are economically hedged, while also increasing comparability with other companies.

(b)

Acquisition-related costs. Acquisition-related costs include adjustments related to amortization of intangible assets, change in fair value of contingent consideration (primarily associated with noncash contingent consideration) incurred in connection with certain acquisitions and other acquisition-related costs, including compensation costs for nonrecurring retention-related deferred compensation and general and administration expense primarily related to professional services. Management believes excluding the impact of these expenses when calculating operating income, as adjusted, provides a helpful indication of the Company’s financial performance over time, thereby providing helpful information for both management and investors while also increasing comparability with other companies.

(c)

Restructuring charge. In the second quarter of 2025, the Company recorded a restructuring charge, comprised of severance and compensation expense for accelerated vesting of previously granted deferred compensation awards, in connection with an initiative to modify BlackRock's organization to fit more closely with strategic priorities. Management believes excluding the impact of this restructuring charge when calculating operating income, as adjusted, is useful to assess the Company’s financial performance and ongoing operations, and enhances comparability among periods presented.

•

Revenue used for calculating operating margin, as adjusted, is reduced to exclude all of the Company’s distribution fees, which are recorded as a separate line item on the condensed consolidated statements of income, as well as a portion of investment advisory fees received that is used to pay distribution and servicing costs. For certain products, based on distinct arrangements, distribution fees are collected by the Company and then passed through to third-party client intermediaries. For other products, investment advisory fees are collected by the Company and a portion is passed through to third-party client intermediaries. However, in both structures, the third-party client intermediary similarly owns the relationship with the retail client and is responsible for distributing the product and servicing the client.

The amount of distribution and investment advisory fees fluctuates each period primarily based on a predetermined percentage of the value of AUM during the period. These fees also vary based on the type of investment product sold and the geographic location where it is sold. In addition, the Company may waive fees on certain products that could result in the reduction of payments to the third-party intermediaries.

42

(2) Nonoperating income (expense), less net income (loss) attributable to NCI - CIPs, as adjusted: Management believes nonoperating income (expense), less net income (loss) attributable to NCI - CIPs, as adjusted, is an effective measure for reviewing BlackRock’s nonoperating contribution to its results and provides comparability of this information among reporting periods. Nonoperating income (expense), less net income (loss) attributable to NCI - CIPs, as adjusted, excludes the gain (loss) on the economic hedge of certain deferred cash compensation plans. As the gain (loss) on investments and derivatives used to hedge these compensation plans over time substantially offsets the compensation expense related to the market valuation changes on these deferred cash compensation plans, which is included in operating income, GAAP basis, management believes excluding the gain (loss) on the economic hedge of the deferred cash compensation plans when calculating nonoperating income (expense), less net income (loss) attributable to NCI - CIPs, as adjusted, provides a useful measure for both management and investors of BlackRock’s nonoperating results that impact book value.

(3) Net income attributable to BlackRock, Inc., as adjusted:

•

Management believes net income attributable to BlackRock, Inc., as adjusted, and diluted earnings per common share, as adjusted, are useful measures of BlackRock’s profitability and financial performance. Net income attributable to BlackRock, Inc., as adjusted, equals net income attributable to BlackRock, Inc., GAAP basis, adjusted for certain items management deems nonrecurring or that occur infrequently, transactions that ultimately will not impact BlackRock’s book value or certain tax items that do not impact cash flow.

For each period presented, the non-GAAP adjustments were tax effected at the respective blended rates applicable to the adjustments. The non-GAAP adjustments in 2025 and 2026 related to the change in fair value of contingent consideration are primarily not deductible for income tax purposes.

•

In addition, beginning in the third quarter of 2025, in connection with the HPS Transaction, the Company updated its definition of net income attributable to BlackRock, Inc., as adjusted, and diluted earnings per common share, as adjusted, to assume all outstanding Subco Units issued as part of the consideration for the HPS Transaction have been exchanged in accordance with their terms on a one-for-one basis into common stock of BlackRock, as Subco Units are exchangeable at the option of the holder. Accordingly, the noncontrolling interest related to these Subco Units has been included as part of net income attributable to BlackRock, Inc., as adjusted. Management believes that these updated non-GAAP measures are useful indicators of BlackRock’s profitability and enhance comparability among periods presented, and therefore are useful to investors.

•

Per share amounts reflect net income attributable to BlackRock, Inc., as adjusted, divided by diluted weighted-average common shares including Subco Units.

43

ASSETS UNDER MANAGEMENT

AUM for reporting purposes generally is based upon how investment advisory and administration fees are calculated for each portfolio. Net asset values, total assets, committed assets or other measures may be used to determine portfolio AUM.

AUM and Net Inflows (Outflows) by Product Type

AUM

Net inflows (outflows)

June 30,

March 31,

December 31,

June 30,

Three Months

Ended

June 30,

Six Months

Ended

June 30,

Twelve Months

Ended

June 30,

(in millions)

2026

2026

2025

2025

2026

2026

2026

Equity

$

8,888,234

$

7,661,385

$

7,793,875

$

6,905,438

$

71,597

$

143,440

$

315,471

Fixed income

3,390,161

3,270,863

3,272,021

3,087,297

92,096

126,410

257,735

Multi-asset

1,347,299

1,222,612

1,223,625

1,076,709

16,784

34,610

105,077

Alternatives:

Private markets

329,083

320,431

322,624

215,244

15,432

24,509

50,379

Liquid alternatives

120,312

108,639

100,990

86,670

6,595

12,147

18,187

Alternatives subtotal

449,395

429,070

423,614

301,914

22,027

36,656

68,566

Digital assets

48,839

60,671

78,435

79,551

(3,116

)

(2,182

)

15,088

Currency and

commodities(1)

151,849

176,676

169,216

106,980

(254

)

(3,898

)

11,443

Long-term

14,275,777

12,821,277

12,960,786

11,557,889

199,134

335,036

773,380

Cash management

1,068,847

1,073,323

1,080,732

969,701

(7,434

)

(13,611

)

94,398

Total

$

15,344,624

$

13,894,600

$

14,041,518

$

12,527,590

$

191,700

$

321,425

$

867,778

AUM and Net Inflows (Outflows) by Client Type and Product Type

AUM

Net inflows (outflows)

June 30,

March 31,

December 31,

June 30,

Three Months

Ended

June 30,

Six Months

Ended

June 30,

Twelve Months

Ended

June 30,

(in millions)

2026

2026

2025

2025

2026

2026

2026

Retail

$

1,396,257

$

1,262,374

$

1,278,732

$

1,100,997

$

18,862

$

34,094

$

125,578

ETFs

6,246,070

5,485,544

5,467,710

4,748,768

177,934

309,626

644,067

Institutional:

Active

2,687,174

2,509,266

2,518,170

2,277,877

43,792

67,508

105,898

Index

3,946,276

3,564,093

3,696,174

3,430,247

(41,454

)

(76,192

)

(102,163

)

Institutional subtotal

6,633,450

6,073,359

6,214,344

5,708,124

2,338

(8,684

)

3,735

Long-term

14,275,777

12,821,277

12,960,786

11,557,889

199,134

335,036

773,380

Cash management

1,068,847

1,073,323

1,080,732

969,701

(7,434

)

(13,611

)

94,398

Total

$

15,344,624

$

13,894,600

$

14,041,518

$

12,527,590

$

191,700

$

321,425

$

867,778

AUM and Net Inflows (Outflows) by Investment Style and Product Type

AUM

Net inflows (outflows)

June 30,

March 31,

December 31,

June 30,

Three Months

Ended

June 30,

Six Months

Ended

June 30,

Twelve Months

Ended

June 30,

(in millions)

2026

2026

2025

2025

2026

2026

2026

Active

$

3,665,405

$

3,410,923

$

3,432,743

$

3,051,873

$

53,313

$

82,934

$

207,305

ETFs

6,246,070

5,485,544

5,467,710

4,748,768

177,934

309,626

644,067

Non-ETF index

4,364,302

3,924,810

4,060,333

3,757,248

(32,113

)

(57,524

)

(77,992

)

Long-term

14,275,777

12,821,277

12,960,786

11,557,889

199,134

335,036

773,380

Cash management

1,068,847

1,073,323

1,080,732

969,701

(7,434

)

(13,611

)

94,398

Total

$

15,344,624

$

13,894,600

$

14,041,518

$

12,527,590

$

191,700

$

321,425

$

867,778

(1)

Amounts include commodity ETFs and ETPs.

44

Component Changes in AUM for the Three Months Ended June 30, 2026

The following table presents the component changes in AUM by product type for the three months ended June 30, 2026.

March 31,

Net

inflows

Market

FX

June 30,

Average

(in millions)

2026

(outflows)

Realizations(1)

change

impact(2)

2026

AUM(3)

Equity

$

7,661,385

$

71,597

$

—

$

1,167,280

$

(12,028

)

$

8,888,234

$

8,467,690

Fixed income

3,270,863

92,096

(915

)

32,155

(4,038

)

3,390,161

3,339,692

Multi-asset

1,222,612

16,784

—

109,665

(1,762

)

1,347,299

1,299,289

Alternatives:

Private markets

320,431

15,432

(6,209

)

(469

)

(102

)

329,083

324,696

Liquid alternatives

108,639

6,595

(70

)

5,062

86

120,312

114,686

Alternatives subtotal

429,070

22,027

(6,279

)

4,593

(16

)

449,395

439,382

Digital assets

60,671

(3,116

)

—

(8,710

)

(6

)

48,839

61,479

Currency and

commodities(4)

176,676

(254

)

—

(24,483

)

(90

)

151,849

171,774

Long-term

12,821,277

199,134

(7,194

)

1,280,500

(17,940

)

14,275,777

13,779,306

Cash management

1,073,323

(7,434

)

—

3,138

(180

)

1,068,847

1,074,690

Total

$

13,894,600

$

191,700

$

(7,194

)

$

1,283,638

$

(18,120

)

$

15,344,624

$

14,853,996

The following table presents the component changes in AUM by client type and product type for the three months ended June 30, 2026.

March 31,

Net

inflows

Market

FX

June 30,

Average

(in millions)

2026

(outflows)

Realizations(1)

change

impact(2)

2026

AUM(3)

Retail:

Equity

$

615,043

$

7,992

$

—

$

90,962

$

(249

)

$

713,748

$

679,470

Fixed income

382,823

9,325

—

5,131

790

398,069

392,520

Multi-asset

195,980

(2,336

)

—

18,052

44

211,740

206,508

Private markets

31,190

86

(238

)

(220

)

(30

)

30,788

31,233

Liquid alternatives

37,338

3,795

(7

)

777

9

41,912

39,832

Retail subtotal

1,262,374

18,862

(245

)

114,702

564

1,396,257

1,349,563

ETFs:

Equity

4,001,533

110,035

—

615,561

(4,572

)

4,722,557

4,455,626

Fixed income

1,239,025

66,388

—

4,531

(1,317

)

1,308,627

1,274,752

Multi-asset

15,086

5,552

—

1,246

(117

)

21,767

18,275

Digital assets

60,671

(3,116

)

—

(8,710

)

(6

)

48,839

61,479

Commodities

169,229

(925

)

—

(23,968

)

(56

)

144,280

164,009

ETFs subtotal

5,485,544

177,934

—

588,660

(6,068

)

6,246,070

5,974,141

Institutional:

Active:

Equity

248,689

2,083

—

38,250

(293

)

288,729

275,621

Fixed income

892,131

10,293

(915

)

11,182

(613

)

912,078

902,982

Multi-asset

1,007,904

13,270

—

90,169

(1,671

)

1,109,672

1,070,376

Private markets

289,241

15,346

(5,971

)

(249

)

(72

)

298,295

293,463

Liquid alternatives

71,301

2,800

(63

)

4,285

77

78,400

74,854

Active subtotal

2,509,266

43,792

(6,949

)

143,637

(2,572

)

2,687,174

2,617,296

Index

3,564,093

(41,454

)

—

433,501

(9,864

)

3,946,276

3,838,306

Institutional subtotal

6,073,359

2,338

(6,949

)

577,138

(12,436

)

6,633,450

6,455,602

Long-term

12,821,277

199,134

(7,194

)

1,280,500

(17,940

)

14,275,777

13,779,306

Cash management

1,073,323

(7,434

)

—

3,138

(180

)

1,068,847

1,074,690

Total

$

13,894,600

$

191,700

$

(7,194

)

$

1,283,638

$

(18,120

)

$

15,344,624

$

14,853,996

(1)

Realizations represent return of capital/return on investments.

(2)

Foreign exchange reflects the impact of translating non-US dollar denominated AUM into United States ("US") dollars for reporting purposes.

(3)

Average AUM is calculated as the average of the month-end spot AUM amounts for the trailing four months.

(4)

Amounts include commodity ETFs and ETPs.

45

The following table presents the component changes in AUM by investment style and product type for the three months ended June 30, 2026.

March 31,

Net

inflows

Market

FX

June 30,

Average

(in millions)

2026

(outflows)

Realizations(1)

change

impact(2)

2026

AUM(3)

Active:

Equity

$

535,995

$

2,106

$

—

$

81,700

$

(562

)

$

619,239

$

591,272

Fixed income

1,241,991

18,246

(915

)

15,895

161

1,275,378

1,261,566

Multi-asset

1,203,867

10,934

—

108,219

(1,627

)

1,321,393

1,276,865

Private markets

320,431

15,432

(6,209

)

(469

)

(102

)

329,083

324,696

Liquid alternatives

108,639

6,595

(70

)

5,062

86

120,312

114,686

Active subtotal

3,410,923

53,313

(7,194

)

210,407

(2,044

)

3,665,405

3,569,085

ETFs:

Equity

4,001,533

110,035

—

615,561

(4,572

)

4,722,557

4,455,626

Fixed income

1,239,025

66,388

—

4,531

(1,317

)

1,308,627

1,274,752

Multi-asset

15,086

5,552

—

1,246

(117

)

21,767

18,275

Digital assets

60,671

(3,116

)

—

(8,710

)

(6

)

48,839

61,479

Commodities

169,229

(925

)

—

(23,968

)

(56

)

144,280

164,009

ETFs subtotal

5,485,544

177,934

—

588,660

(6,068

)

6,246,070

5,974,141

Non-ETF index

3,924,810

(32,113

)

—

481,433

(9,828

)

4,364,302

4,236,080

Long-term

12,821,277

199,134

(7,194

)

1,280,500

(17,940

)

14,275,777

13,779,306

Cash management

1,073,323

(7,434

)

—

3,138

(180

)

1,068,847

1,074,690

Total

$

13,894,600

$

191,700

$

(7,194

)

$

1,283,638

$

(18,120

)

$

15,344,624

$

14,853,996

The following table presents the component changes in AUM by private markets product type for the three months ended June 30, 2026.

March 31,

Net

inflows

Market

FX

June 30,

Average

(in millions)

2026

(outflows)

Realizations(1)

change

impact(2)

2026

AUM(3)

Private markets:

Infrastructure

$

111,867

$

5,233

$

(3,006

)

$

(648

)

$

42

$

113,488

$

112,172

Private equity

30,231

2,677

(769

)

147

(25

)

32,261

31,663

Private credit

147,045

6,004

(1,833

)

(184

)

(95

)

150,937

148,997

Real estate

21,654

237

(133

)

221

(26

)

21,953

21,943

Multi-alternatives

9,634

1,281

(468

)

(5

)

2

10,444

9,921

Total private markets

$

320,431

$

15,432

$

(6,209

)

$

(469

)

$

(102

)

$

329,083

$

324,696

(1)

Realizations represent return of capital/return on investments.

(2)

Foreign exchange reflects the impact of translating non-US dollar denominated AUM into US dollars for reporting purposes.

(3)

Average AUM is calculated as the average of the month-end spot AUM amounts for the trailing four months.

46

T4AUM increased $1.5 trillion to $15.3 trillion at June 30, 2026 from $13.9 trillion at March 31, 2026, driven by net market appreciation and net inflows.

Long-term net inflows of $199 billion were comprised of $178 billion, $19 billion and $2 billion from ETFs, retail clients and institutional clients, respectively. Net flows in long-term products are described below.

•

T5ETFs net inflows of $178 billion were led by core equity and index bond ETFs net inflows of $85 billion and $61 billion, respectively. Active ETFs contributed $20 billion of net inflows.

•

Retail net inflows of $19 billion were driven by net inflows into active fixed income products and continued demand for Aperio and BlackRock's liquid alternatives funds.

•

Institutional active net inflows of $44 billion were driven by strength in private markets, fixed income, systematic equity strategies, as well as outsourcing and target-date offerings.

•

Institutional index net outflows of $41 billion were concentrated in low-fee index equity offerings.

Cash management net outflows of $7 billion were driven by redemptions from US government funds.

Net market appreciation of $1.3 trillion was primarily driven by global equity market appreciation.

T6AUM decreased $18 billion due to the impact of foreign exchange movements, primarily due to the strengthening of the US dollar, largely against the Japanese yen and the euro.

47

Component Changes in AUM for the Six Months Ended June 30, 2026

The following table presents the component changes in AUM by product type for the six months ended June 30, 2026.

December 31,

Net

inflows

Market

FX

June 30,

Average

(in millions)

2025

(outflows)

Realizations(1)

change

impact(2)

2026

AUM(3)

Equity

$

7,793,875

$

143,440

$

—

$

987,657

$

(36,738

)

$

8,888,234

$

8,275,937

Fixed income

3,272,021

126,410

(1,871

)

12,505

(18,904

)

3,390,161

3,328,895

Multi-asset

1,223,625

34,610

—

96,952

(7,888

)

1,347,299

1,280,725

Alternatives:

Private markets

322,624

24,509

(14,681

)

(2,458

)

(911

)

329,083

323,993

Liquid alternatives

100,990

12,147

(765

)

7,767

173

120,312

110,531

Alternatives subtotal

423,614

36,656

(15,446

)

5,309

(738

)

449,395

434,524

Digital assets

78,435

(2,182

)

—

(27,403

)

(11

)

48,839

65,172

Currency and

commodities(4)

169,216

(3,898

)

—

(13,178

)

(291

)

151,849

181,688

Long-term

12,960,786

335,036

(17,317

)

1,061,842

(64,570

)

14,275,777

13,566,941

Cash management

1,080,732

(13,611

)

—

5,344

(3,618

)

1,068,847

1,073,788

Total

$

14,041,518

$

321,425

$

(17,317

)

$

1,067,186

$

(68,188

)

$

15,344,624

$

14,640,729

The following table presents the component changes in AUM by client type and product type for the six months ended June 30, 2026.

December 31,

Net

inflows

Market

FX

June 30,

Average

(in millions)

2025

(outflows)

Realizations(1)

change

impact(2)

2026

AUM(3)

Retail:

Equity

$

629,081

$

15,426

$

—

$

72,254

$

(3,013

)

$

713,748

$

665,257

Fixed income

384,887

12,141

—

1,316

(275

)

398,069

390,475

Multi-asset

199,655

(1,337

)

—

13,604

(182

)

211,740

205,415

Private markets

30,681

1,347

(533

)

(559

)

(148

)

30,788

31,217

Liquid alternatives

34,428

6,517

(192

)

1,191

(32

)

41,912

38,107

Retail subtotal

1,278,732

34,094

(725

)

87,806

(3,650

)

1,396,257

1,330,471

ETFs:

Equity

4,006,014

198,148

—

529,796

(11,401

)

4,722,557

4,324,286

Fixed income

1,205,953

111,827

—

(4,832

)

(4,321

)

1,308,627

1,256,084

Multi-asset

14,402

6,435

—

1,157

(227

)

21,767

16,861

Digital assets

78,435

(2,182

)

—

(27,403

)

(11

)

48,839

65,172

Commodities

162,906

(4,602

)

—

(13,811

)

(213

)

144,280

174,350

ETFs subtotal

5,467,710

309,626

—

484,907

(16,173

)

6,246,070

5,836,753

Institutional:

Active:

Equity

247,993

6,468

—

36,012

(1,744

)

288,729

268,130

Fixed income

905,566

3,101

(1,871

)

8,812

(3,530

)

912,078

905,950

Multi-asset

1,006,106

29,147

—

81,874

(7,455

)

1,109,672

1,054,559

Private markets

291,943

23,162

(14,148

)

(1,899

)

(763

)

298,295

292,776

Liquid alternatives

66,562

5,630

(573

)

6,576

205

78,400

72,424

Active subtotal

2,518,170

67,508

(16,592

)

131,375

(13,287

)

2,687,174

2,593,839

Index

3,696,174

(76,192

)

—

357,754

(31,460

)

3,946,276

3,805,878

Institutional subtotal

6,214,344

(8,684

)

(16,592

)

489,129

(44,747

)

6,633,450

6,399,717

Long-term

12,960,786

335,036

(17,317

)

1,061,842

(64,570

)

14,275,777

13,566,941

Cash management

1,080,732

(13,611

)

—

5,344

(3,618

)

1,068,847

1,073,788

Total

$

14,041,518

$

321,425

$

(17,317

)

$

1,067,186

$

(68,188

)

$

15,344,624

$

14,640,729

(1)

Realizations represent return of capital/return on investments.

(2)

Foreign exchange reflects the impact of translating non-US dollar denominated AUM into US dollars for reporting purposes.

(3)

Average AUM is calculated as the average of the month-end spot AUM amounts for the trailing seven months.

(4)

Amounts include commodity ETFs and ETPs.

48

The following table presents the component changes in AUM by investment style and product type for the six months ended June 30, 2026.

December 31,

Net

inflows

Market

FX

June 30,

Average

(in millions)

2025

(outflows)

Realizations(1)

change

impact(2)

2026

AUM(3)

Active:

Equity

$

546,028

$

5,255

$

—

$

71,209

$

(3,253

)

$

619,239

$

580,183

Fixed income

1,257,358

13,213

(1,871

)

10,027

(3,349

)

1,275,378

1,262,392

Multi-asset

1,205,743

27,810

—

95,477

(7,637

)

1,321,393

1,259,956

Private markets

322,624

24,509

(14,681

)

(2,458

)

(911

)

329,083

323,993

Liquid alternatives

100,990

12,147

(765

)

7,767

173

120,312

110,531

Active subtotal

3,432,743

82,934

(17,317

)

182,022

(14,977

)

3,665,405

3,537,055

ETFs:

Equity

4,006,014

198,148

—

529,796

(11,401

)

4,722,557

4,324,286

Fixed income

1,205,953

111,827

—

(4,832

)

(4,321

)

1,308,627

1,256,084

Multi-asset

14,402

6,435

—

1,157

(227

)

21,767

16,861

Digital assets

78,435

(2,182

)

—

(27,403

)

(11

)

48,839

65,172

Commodities

162,906

(4,602

)

—

(13,811

)

(213

)

144,280

174,350

ETFs subtotal

5,467,710

309,626

—

484,907

(16,173

)

6,246,070

5,836,753

Non-ETF index

4,060,333

(57,524

)

—

394,913

(33,420

)

4,364,302

4,193,133

Long-term

12,960,786

335,036

(17,317

)

1,061,842

(64,570

)

14,275,777

13,566,941

Cash management

1,080,732

(13,611

)

—

5,344

(3,618

)

1,068,847

1,073,788

Total

$

14,041,518

$

321,425

$

(17,317

)

$

1,067,186

$

(68,188

)

$

15,344,624

$

14,640,729

The following table presents the component changes in AUM by private markets product type for the six months ended June 30, 2026.

December 31,

Net

inflows

Market

FX

June 30,

Average

(in millions)

2025

(outflows)

Realizations(1)

change

impact(2)

2026

AUM(3)

Private markets:

Infrastructure

$

112,116

$

6,467

$

(3,325

)

$

(1,551

)

$

(219

)

$

113,488

$

112,190

Private equity

30,623

3,076

(1,348

)

(16

)

(74

)

32,261

31,165

Private credit

145,385

12,624

(5,741

)

(893

)

(438

)

150,937

147,993

Real estate

25,062

692

(3,627

)

(41

)

(133

)

21,953

22,915

Multi-alternatives

9,438

1,650

(640

)

43

(47

)

10,444

9,730

Total private markets

$

322,624

$

24,509

$

(14,681

)

$

(2,458

)

$

(911

)

$

329,083

$

323,993

(1)

Realizations represent return of capital/return on investments.

(2)

Foreign exchange reflects the impact of translating non-US dollar denominated AUM into US dollars for reporting purposes.

(3)

Average AUM is calculated as the average of the month-end spot AUM amounts for the trailing seven months.

49

AUM increased $1.3 trillion to $15.3 trillion at June 30, 2026 from $14.0 trillion at December 31, 2025, driven by net market appreciation and net inflows, partially offset by the negative impact of foreign exchange movements.

Long-term net inflows of $335 billion were comprised of $310 billion and $34 billion from ETFs and retail clients, respectively, partially offset by net outflows of $9 billion from institutional clients. Net flows in long-term products are described below.

•

ETFs net inflows of $310 billion were led by core equity and index bond ETFs net inflows of $117 billion and $102 billion, respectively. Active ETFs contributed $39 billion of net inflows.

•

Retail net inflows of $34 billion were driven by net inflows into equity products, largely reflecting net inflows in Aperio, and continued strength in the Company's systematic liquid alternatives and active fixed income offerings.

•

Institutional active net inflows of $68 billion were driven by BlackRock's LifePath® target-date franchise, private markets, systematic equity strategies and outsourcing mandates.

•

Institutional index net outflows of $76 billion were concentrated in low-fee index equity offerings.

Cash management net outflows of $14 billion were driven by net outflows from US government money market funds.

Net market appreciation of $1.1 trillion was primarily driven by global equity market appreciation.

AUM decreased $68 billion due to the impact of foreign exchange movements, primarily due to the strengthening of the US dollar, largely against the Japanese yen, the euro, the British pound and the Canadian dollar.

50

Component Changes in AUM for the Twelve Months Ended June 30, 2026

The following table presents the component changes in AUM by product type for the twelve months ended June 30, 2026.

June 30,

Net

inflows

Market

FX

June 30,

Average

(in millions)

2025

(outflows)

Realizations(1)

Acquisitions(2)

change

impact(3)

2026

AUM(4)

Equity

$

6,905,438

$

315,471

$

—

$

—

$

1,725,405

$

(58,080

)

$

8,888,234

$

7,826,258

Fixed income

3,087,297

257,735

(3,362

)

13,567

70,604

(35,680

)

3,390,161

3,246,979

Multi-asset

1,076,709

105,077

—

—

176,329

(10,816

)

1,347,299

1,215,620

Alternatives:

Private markets

215,244

50,379

(31,383

)

101,017

(5,139

)

(1,035

)

329,083

313,356

Liquid alternatives

86,670

18,187

(931

)

6,377

9,791

218

120,312

103,399

Alternatives subtotal

301,914

68,566

(32,314

)

107,394

4,652

(817

)

449,395

416,755

Digital assets

79,551

15,088

—

—

(45,790

)

(10

)

48,839

78,692

Currency and

commodities(5)

106,980

11,443

—

—

33,884

(458

)

151,849

156,496

Long-term

11,557,889

773,380

(35,676

)

120,961

1,965,084

(105,861

)

14,275,777

12,940,800

Cash management

969,701

94,398

—

—

9,856

(5,108

)

1,068,847

1,039,777

Total

$

12,527,590

$

867,778

$

(35,676

)

$

120,961

$

1,974,940

$

(110,969

)

$

15,344,624

$

13,980,577

The following table presents the component changes in AUM by client type and product type for the twelve months ended June 30, 2026.

June 30,

Net

inflows

Market

FX

June 30,

Average

(in millions)

2025

(outflows)

Realizations(1)

Acquisitions(2)

change

impact(3)

2026

AUM(4)

Retail:

Equity

$

557,833

$

32,750

$

—

$

—

$

127,779

$

(4,614

)

$

713,748

$

627,810

Fixed income

333,624

55,304

—

—

8,213

928

398,069

367,653

Multi-asset

162,852

22,315

—

—

26,751

(178

)

211,740

188,039

Private markets

16,823

4,158

(1,267

)

11,674

(424

)

(176

)

30,788

29,566

Liquid alternatives

29,865

11,051

(223

)

—

1,289

(70

)

41,912

35,305

Retail subtotal

1,100,997

125,578

(1,490

)

11,674

163,608

(4,110

)

1,396,257

1,248,373

ETFs:

Equity

3,455,117

400,347

—

—

880,389

(13,296

)

4,722,557

4,033,738

Fixed income

1,101,224

209,764

—

—

2,419

(4,780

)

1,308,627

1,205,001

Multi-asset

11,926

8,105

—

—

1,969

(233

)

21,767

15,014

Digital assets

79,551

15,088

—

—

(45,790

)

(10

)

48,839

78,692

Commodities

100,950

10,763

—

—

32,791

(224

)

144,280

149,716

ETFs subtotal

4,748,768

644,067

—

—

871,778

(18,543

)

6,246,070

5,482,161

Institutional:

Active:

Equity

242,098

(15,783

)

—

—

65,940

(3,526

)

288,729

255,587

Fixed income

881,932

(5,974

)

(3,362

)

13,567

32,204

(6,289

)

912,078

900,391

Multi-asset

898,621

74,298

—

—

147,106

(10,353

)

1,109,672

1,008,898

Private markets

198,421

46,221

(30,116

)

89,343

(4,715

)

(859

)

298,295

283,790

Liquid alternatives

56,805

7,136

(708

)

6,377

8,502

288

78,400

68,094

Active subtotal

2,277,877

105,898

(34,186

)

109,287

249,037

(20,739

)

2,687,174

2,516,760

Index

3,430,247

(102,163

)

—

—

680,661

(62,469

)

3,946,276

3,693,506

Institutional subtotal

5,708,124

3,735

(34,186

)

109,287

929,698

(83,208

)

6,633,450

6,210,266

Long-term

11,557,889

773,380

(35,676

)

120,961

1,965,084

(105,861

)

14,275,777

12,940,800

Cash management

969,701

94,398

—

—

9,856

(5,108

)

1,068,847

1,039,777

Total

$

12,527,590

$

867,778

$

(35,676

)

$

120,961

$

1,974,940

$

(110,969

)

$

15,344,624

$

13,980,577

(1)

Realizations represent return of capital/return on investments.

(2)

Amounts include AUM attributable to the HPS and ElmTree Transactions.

(3)

Foreign exchange reflects the impact of translating non-US dollar denominated AUM into US dollars for reporting purposes.

(4)

Average AUM is calculated as the average of the month-end spot AUM amounts for the trailing thirteen months.

(5)

Amounts include commodity ETFs and ETPs.

51

The following table presents the component changes in AUM by investment style and product type for the twelve months ended June 30, 2026.

June 30,

Net

inflows

Market

FX

June 30,

Average

(in millions)

2025

(outflows)

Realizations(1)

Acquisitions(2)

change

impact(3)

2026

AUM(4)

Active:

Equity

$

504,554

$

(4,079

)

$

—

$

—

$

124,323

$

(5,559

)

$

619,239

$

548,591

Fixed income

1,183,948

46,205

(3,362

)

13,567

39,647

(4,627

)

1,275,378

1,234,874

Multi-asset

1,061,457

96,613

—

—

173,855

(10,532

)

1,321,393

1,196,919

Private markets

215,244

50,379

(31,383

)

101,017

(5,139

)

(1,035

)

329,083

313,356

Liquid alternatives

86,670

18,187

(931

)

6,377

9,791

218

120,312

103,399

Active subtotal

3,051,873

207,305

(35,676

)

120,961

342,477

(21,535

)

3,665,405

3,397,139

ETFs:

Equity

3,455,117

400,347

—

—

880,389

(13,296

)

4,722,557

4,033,738

Fixed income

1,101,224

209,764

—

—

2,419

(4,780

)

1,308,627

1,205,001

Multi-asset

11,926

8,105

—

—

1,969

(233

)

21,767

15,014

Digital assets

79,551

15,088

—

—

(45,790

)

(10

)

48,839

78,692

Commodities

100,950

10,763

—

—

32,791

(224

)

144,280

149,716

ETFs subtotal

4,748,768

644,067

—

—

871,778

(18,543

)

6,246,070

5,482,161

Non-ETF index

3,757,248

(77,992

)

—

—

750,829

(65,783

)

4,364,302

4,061,500

Long-term

11,557,889

773,380

(35,676

)

120,961

1,965,084

(105,861

)

14,275,777

12,940,800

Cash management

969,701

94,398

—

—

9,856

(5,108

)

1,068,847

1,039,777

Total

$

12,527,590

$

867,778

$

(35,676

)

$

120,961

$

1,974,940

$

(110,969

)

$

15,344,624

$

13,980,577

The following table presents the component changes in AUM by private markets product type for the twelve months ended June 30, 2026.

June 30,

Net

inflows

Market

FX

June 30,

Average

(in millions)

2025

(outflows)

Realizations(1)

Acquisitions(2)

change

impact(3)

2026

AUM(4)

Private markets:

Infrastructure

$

112,323

$

14,337

$

(8,660

)

$

—

$

(4,276

)

$

(236

)

$

113,488

$

111,458

Private equity

33,743

4,082

(5,738

)

—

246

(72

)

32,261

32,208

Private credit

35,985

27,745

(11,899

)

101,017

(1,455

)

(456

)

150,937

136,321

Real estate

25,276

844

(4,158

)

—

188

(197

)

21,953

23,963

Multi-alternatives

7,917

3,371

(928

)

—

158

(74

)

10,444

9,406

Total private markets

$

215,244

$

50,379

$

(31,383

)

$

101,017

$

(5,139

)

$

(1,035

)

$

329,083

$

313,356

(1)

Realizations represent return of capital/return on investments.

(2)

Amounts include AUM attributable to the HPS and ElmTree Transactions.

(3)

Foreign exchange reflects the impact of translating non-US dollar denominated AUM into US dollars for reporting purposes.

(4)

Average AUM is calculated as the average of the month-end spot AUM amounts for the trailing thirteen months.

52

AUM increased $2.8 trillion to $15.3 trillion at June 30, 2026 from $12.5 trillion at June 30, 2025, driven by net market appreciation, net inflows and AUM added from the HPS and ElmTree Transactions, partially offset by the negative impact of foreign exchange movements.

Long-term net inflows of $773 billion were comprised of net inflows of $644 billion, $126 billion and $4 billion from ETFs, retail clients and institutional clients, respectively. Net flows in long-term products are described below.

•

ETFs net inflows of $644 billion were led by core equity and index bond ETFs net inflows of $240 billion and $191 billion, respectively. Precision and other, and Active ETFs contributed $124 billion and $73 billion of net inflows, respectively.

•

Retail net inflows of $126 billion were led by net inflows into fixed income, equity and multi-asset strategies, driven by the onboarding of a significant separately managed account ("SMA") assignment in the fourth quarter of 2025 as well as demand for Aperio. Liquid alternatives and private markets added $11 billion and $4 billion, respectively.

•

Institutional active net inflows of $106 billion were led by $74 billion in multi-asset net inflows reflecting continued growth from significant outsourcing mandates and Lifepath target-date offerings. Private markets net inflows of $46 billion were led by private credit and infrastructure. Multi-asset and private markets net inflows were partially offset by net outflows from equity and fixed income products, including a single-client transfer to institutional index equity in the third quarter of 2025.

•

Institutional index net outflows of $102 billion were concentrated in low-fee index equity offerings.

Cash management net inflows of $94 billion were primarily due to net inflows into US government, international and prime money market funds.

Net market appreciation of $2.0 trillion was primarily driven by US and global equity market appreciation.

AUM decreased $111 billion due to the impact of foreign exchange movements, primarily resulting from the strengthening of the US dollar, largely against the Japanese yen, the British pound, the euro and the Canadian dollar.

53

DISCUSSION OF FINANCIAL RESULTS

The Company’s results of operations for the three and six months ended June 30, 2026 and 2025 are discussed below. For a further description of the Company’s revenue and expense, see the Company's Annual Report on Form 10-K for the year ended December 31, 2025, which was filed with the Securities and Exchange Commission on February 25, 2026 ("2025 Form 10-K").

Revenue

The table below presents detail of revenue for the three and six months ended June 30, 2026 and 2025 and includes the product type mix of base fees and securities lending revenue and performance fees.

Three Months Ended

Six Months Ended

June 30,

June 30,

(in millions)

2026

2025

2026

2025

Revenue

Investment advisory, administration fees and

securities lending revenue:

Equity:

Active

$

626

$

507

$

1,219

$

1,025

ETFs

1,989

1,401

3,782

2,750

Equity subtotal

2,615

1,908

5,001

3,775

Fixed income:

Active

539

487

1,070

979

ETFs

443

366

877

718

Fixed income subtotal

982

853

1,947

1,697

Active multi-asset

387

312

758

625

Alternatives:

Private markets

639

499

1,297

1,034

Liquid alternatives

212

157

409

307

Alternatives subtotal

851

656

1,706

1,341

Non-ETF index

385

313

727

620

Digital assets, commodities and multi-asset ETFs(1)

163

108

342

200

Long-term

5,383

4,150

10,481

8,258

Cash management

343

304

683

597

Total investment advisory, administration fees

and securities lending revenue(2)

5,726

4,454

11,164

8,855

Investment advisory performance fees:

Equity

60

12

82

22

Fixed income

3

2

5

14

Multi-asset

5

6

14

10

Alternatives:

Private markets

137

39

369

63

Liquid alternatives

100

35

107

45

Alternatives subtotal

237

74

476

108

Total investment advisory performance fees

305

94

577

154

Technology services and subscription revenue

566

499

1,096

935

Distribution fees

395

320

784

641

Advisory and other revenue:

Advisory

8

13

20

27

Other

84

43

141

87

Total advisory and other revenue

92

56

161

114

Total revenue

$

7,084

$

5,423

$

13,782

$

10,699

(1)

Amounts include commodity ETFs and ETPs.

(2)

Amounts include securities lending revenue of $239 million and $171 million for the three months ended June 30, 2026 and 2025, respectively, and $418 million and $328 million for the six months ended June 30, 2026 and 2025, respectively.

54

The table below lists a percentage breakdown of base fees and securities lending revenue and average AUM by product type:

Three Months Ended June 30,

Six Months Ended June 30,

Percentage of Base

Fees and

Securities Lending

Revenue

Percentage

of Average

AUM by

Product Type(1)

Percentage of Base

Fees and

Securities Lending

Revenue

Percentage

of Average

AUM by

Product Type(2)

2026

2025

2026

2025

2026

2025

2026

2025

Equity:

Active

11

%

11

%

4

%

4

%

11

%

12

%

4

%

4

%

ETFs

34

%

31

%

30

%

28

%

34

%

31

%

30

%

28

%

Equity subtotal

45

%

42

%

34

%

32

%

45

%

43

%

34

%

32

%

Fixed income:

Active

9

%

11

%

8

%

10

%

9

%

11

%

8

%

10

%

ETFs

8

%

8

%

9

%

8

%

8

%

8

%

9

%

9

%

Fixed income subtotal

17

%

19

%

17

%

18

%

17

%

19

%

17

%

19

%

Active multi-asset

7

%

7

%

8

%

8

%

6

%

7

%

8

%

7

%

Alternatives:

Private markets

11

%

11

%

2

%

2

%

12

%

12

%

2

%

2

%

Liquid alternatives

4

%

4

%

1

%

1

%

4

%

3

%

1

%

1

%

Alternatives subtotal

15

%

15

%

3

%

3

%

16

%

15

%

3

%

3

%

Non-ETF index

7

%

7

%

29

%

30

%

7

%

7

%

29

%

30

%

Digital assets, commodities

and multi-asset ETFs(3)

3

%

3

%

2

%

1

%

3

%

2

%

2

%

1

%

Long-term

94

%

93

%

93

%

92

%

94

%

93

%

93

%

92

%

Cash management

6

%

7

%

7

%

8

%

6

%

7

%

7

%

8

%

Total AUM

100

%

100

%

100

%

100

%

100

%

100

%

100

%

100

%

(1)

Average AUM is calculated as the average of the month-end spot AUM amounts for the trailing four months.

(2)

Average AUM is calculated as the average of the month-end spot AUM amounts for the trailing seven months.

(3)

Amounts include commodity ETFs and ETPs.

Three Months Ended June 30, 2026 Compared with Three Months Ended June 30, 2025

Revenue increased $1.7 billion, or 31%, from the three months ended June 30, 2025, primarily driven by the positive impact of markets, organic base fee growth, fees related to the HPS Transaction, higher performance fees and higher technology services and subscription revenue.

Investment advisory, administration fees (collectively "base fees") and securities lending revenue of $5.7 billion increased $1.3 billion from $4.5 billion for the three months ended June 30, 2025, primarily driven by the positive impact of market beta on average AUM, organic base fee growth and approximately $230 million of fees related to the HPS Transaction. Securities lending revenue of $239 million increased from $171 million for the three months ended June 30, 2025, primarily reflecting higher spreads.

T7Investment advisory performance fees of $305 million increased $211 million from $94 million for the three months ended June 30, 2025, primarily reflecting higher revenue from alternative products, including the impact of the HPS Transaction, and higher revenue from long-only products.

Technology services and subscription revenue of $566 million increased $67 million from $499 million for the three months ended June 30, 2025, T8reflecting the sustained demand for Aladdin and multi-product solutions.

Distribution fees of $395 million increased $75 million from $320 million for the three months ended June 30, 2025, primarily reflecting higher average AUM.

55

Six Months Ended June 30, 2026 Compared with Six Months Ended June 30, 2025

Revenue increased $3.1 billion, or 29%, from the six months ended June 30, 2025, primarily driven by the positive impact of markets, organic base fee growth, fees related to the HPS Transaction, higher performance fees and higher technology services and subscription revenue.

Investment advisory, administration fees and securities lending revenue of $11.2 billion increased $2.3 billion from $8.9 billion for the six months ended June 30, 2025, primarily driven by the impact of market beta on average AUM, organic base fee growth and approximately $460 million of fees related to the HPS Transaction. Securities lending revenue of $418 million increased from $328 million for the six months ended June 30, 2025, primarily reflecting higher spreads.

Investment advisory performance fees of $577 million increased $423 million from $154 million for the six months ended June 30, 2025, primarily reflecting higher revenue from alternative products, including the impact of the HPS Transaction, and higher revenue from long-only products.

Technology services and subscription revenue of $1.1 billion increased $161 million from $935 million for the six months ended June 30, 2025, reflecting the sustained demand for Aladdin, multi-product solutions and the impact related to the Preqin Transaction, which was completed in March of 2025.

Distribution fees of $784 million increased $143 million from $641 million for the six months ended June 30, 2025, primarily reflecting higher average AUM.

Expense

The following table presents expense for the three and six months ended June 30, 2026 and 2025.

Three Months Ended

Six Months Ended

June 30,

June 30,

(in millions)

2026

2025

2026

2025

Expense

Employee compensation and benefits

$

2,274

$

1,764

$

4,499

$

3,505

Sales, asset and account expense:

Distribution and servicing costs

732

576

1,437

1,146

Direct fund expense

543

441

1,024

833

Sub-advisory and other

67

46

138

93

Total sales, asset and account expense

1,342

1,063

2,599

2,072

General and administration expense:

Marketing and promotional

94

93

195

190

Occupancy and office related

153

120

300

234

Portfolio services

68

62

138

126

Technology

227

198

433

387

Professional services

80

51

155

124

Communications

11

11

21

21

Foreign exchange remeasurement

—

4

(4

)

(4

)

Other general and administration

87

74

156

150

Total general and administration expense

720

613

1,394

1,228

Change in fair value of contingent consideration

11

76

(538

)

172

Restructuring charge

—

39

—

39

Amortization of intangible assets

276

137

553

254

Total expense

$

4,623

$

3,692

$

8,507

$

7,270

56

Three Months Ended June 30, 2026 Compared with Three Months Ended June 30, 2025

Expense increased $931 million, or 25%, from the three months ended June 30, 2025, reflecting higher employee compensation and benefits expense, sales, asset and account expense, and general and administration expense. Expense for the three months ended June 30, 2026 was impacted by the HPS Transaction(1), including noncash acquisition-related expenses.

Employee compensation and benefits expense of $2.3 billion increased $510 million from $1.8 billion for the three months ended June 30, 2025, primarily reflecting the impact of higher operating income and performance fees, and the impact of the HPS Transaction.

Sales, asset and account expense of $1.3 billion increased $279 million from $1.1 billion for the three months ended June 30, 2025, driven by higher direct fund expense and distribution and servicing costs, primarily reflecting higher average AUM.

General and administration expense of $720 million increased $107 million from $613 million for the three months ended June 30, 2025, primarily driven by occupancy and office related expense, technology expense and professional services expense.

Change in fair value of contingent consideration(1) of $11 million decreased $65 million as compared to the change in the three months ended June 30, 2025, primarily in connection with the fair value of contingent consideration for the GIP Transaction, which is impacted by the share price of BlackRock common stock at the end of the period.

Amortization of intangible assets(1) of $276 million increased $139 million from $137 million for the three months ended June 30, 2025, primarily reflecting amortization of intangible assets acquired in the HPS Transaction.

Six Months Ended June 30, 2026 Compared with Six Months Ended June 30, 2025

Expense increased $1.2 billion, or 17%, from the six months ended June 30, 2025, reflecting higher employee compensation and benefits expense, sales, asset and account expense, and general and administration expense. Expense for the six months ended June 30, 2026 was impacted by the HPS, GIP and Preqin Transactions(1), including noncash change in fair value of contingent consideration and amortization of intangible assets.

Employee compensation and benefits expense of $4.5 billion increased $994 million from $3.5 billion for the six months ended June 30, 2025, primarily reflecting the impact of higher operating income and performance fees, and the impact of the HPS and Preqin Transactions.

Sales, asset and account expense of $2.6 billion increased $527 million from $2.1 billion for the six months ended June 30, 2025, driven by higher distribution and servicing costs and direct fund expense, primarily reflecting higher average AUM.

General and administration expense of $1.4 billion increased $166 million from $1.2 billion for the six months ended June 30, 2025, primarily driven by occupancy and office related expense, technology expense and professional services expense.

Change in fair value of contingent consideration(1) decreased $710 million as compared to the change in the six months ended June 30, 2025, primarily in connection with the fair value of contingent consideration for the GIP and HPS Transactions, which is impacted by the share price of BlackRock common stock at the end of the period.

Amortization of intangible assets(1) of $553 million increased $299 million from $254 million for the six months ended June 30, 2025, primarily reflecting amortization of intangible assets acquired in the HPS and Preqin Transactions.

(1)

These expenses have been excluded from the Company's "as adjusted" financial results under the expense adjustment for acquisition-related costs. See Non-GAAP Financial Measures for further information on as adjusted items.

57

Nonoperating Results

The summary of nonoperating income (expense), less net income (loss) attributable to NCI - CIPs for the three and six months ended June 30, 2026 and 2025 was as follows:

Three Months Ended

Six Months Ended

June 30,

June 30,

(in millions)

2026

2025

2026

2025

Nonoperating income (expense), GAAP basis

$

258

$

521

$

286

$

586

Less: Net income (loss) attributable to NCI - CIPs

35

72

41

77

Nonoperating income (expense), net of NCI - CIPs

223

449

245

509

Less: Hedge gain (loss) on deferred cash compensation plans(1)

78

45

78

30

Nonoperating income (expense), net of NCI - CIPs, as adjusted(2)

$

145

$

404

$

167

$

479

Three Months Ended

Six Months Ended

June 30,

June 30,

(in millions)

2026

2025

2026

2025

Net gain (loss) on investments, net of NCI - CIPs

Private equity

$

34

$

25

$

43

$

73

Real assets

18

1

23

(1

)

Other alternatives(3)

8

3

23

12

Other investments(4)

55

11

42

1

Hedge gain (loss) on deferred cash compensation plans(1)

78

45

78

30

Subtotal

193

85

209

115

Other income/gain (expense/loss)(5)

55

393

105

416

Total net gain (loss) on investments, net of NCI - CIPs

248

478

314

531

Dividend income and net interest income (expense)

(25

)

(29

)

(69

)

(22

)

Nonoperating income (expense), net of NCI - CIPs

223

449

245

509

Less: Hedge gain (loss) on deferred cash compensation plans(1)

78

45

78

30

Nonoperating income (expense), net of NCI - CIPs, as adjusted(2)

$

145

$

404

$

167

$

479

(1)

Amount relates to the gain (loss) from economically hedging BlackRock's deferred cash compensation plans.

(2)

Management believes nonoperating income (expense), net of NCI - CIPs, as adjusted, is an effective measure for reviewing BlackRock’s nonoperating results, which ultimately impacts BlackRock’s book value. See Non-GAAP Financial Measures for further information on other non-GAAP financial measures.

(3)

Amounts primarily include net gains (losses) related to credit funds, direct hedge fund strategies and hedge fund solutions.

(4)

Amounts primarily include net gains (losses) related to BlackRock's seed investment portfolio, net of impact of certain hedges.

(5)

Amounts for the three months ended June 30, 2026 and 2025, include noncash pre-tax losses of approximately $37 million and gains of approximately $330 million, respectively, in connection with Circle. Additional amounts include earnings (losses) from certain equity method minority investments and noncash pre-tax gains (losses) related to the revaluation of certain other minority investments.

58

Income Tax Expense

GAAP

As Adjusted(1)

Three Months Ended

Six Months Ended

Three Months Ended

Six Months Ended

June 30,

June 30,

June 30,

June 30,

(in millions)

2026

2025

2026

2025

2026

2025

2026

2025

Operating income

$

2,461

$

1,731

$

5,275

$

3,429

$

2,916

$

2,099

$

5,585

$

4,131

Total nonoperating

income (expense)(2)

$

223

$

449

$

245

$

509

$

145

$

404

$

167

$

479

Income before income

taxes(2)

$

2,684

$

2,180

$

5,520

$

3,938

$

3,061

$

2,503

$

5,752

$

4,610

Income tax expense

$

677

$

587

$

1,193

$

835

$

770

$

620

$

1,393

$

957

Effective tax rate

25.2

%

26.9

%

21.6

%

21.2

%

25.2

%

24.8

%

24.2

%

20.8

%

(1)

As adjusted items are described in more detail in Non-GAAP Financial Measures.

(2)

Net of net income (loss) attributable to NCI - CIPs.

2026. Income tax expense for the six months ended June 30, 2026 includes a $62 million discrete tax benefit related to stock-based compensation awards that vested in 2026.

2025. Income tax expense for the six months ended June 30, 2025 included a $149 million discrete tax benefit from realized changes in the Company's organizational entity structure and a $50 million discrete tax benefit related to stock-based compensation awards that vested in 2025.

59

STATEMENT OF FINANCIAL CONDITION OVERVIEW

As Adjusted Statement of Financial Condition

The following table presents a reconciliation of the condensed consolidated statement of financial condition presented on a GAAP basis to the condensed consolidated statement of financial condition, excluding the impact of separate account assets and separate account collateral held under securities lending agreements (directly related to lending separate account securities) and separate account liabilities and separate account collateral liabilities under securities lending agreements and CIPs.

The Company presents the as adjusted statement of financial condition as additional information to enable investors to exclude certain assets that have equal and offsetting liabilities or NCI - CIPs that ultimately do not have an impact on stockholders’ equity or cash flows. Management views the as adjusted statement of financial condition, which contains non-GAAP financial measures, as an economic presentation of the Company’s total assets and liabilities; however, it does not advocate that investors consider such non-GAAP financial measures in isolation from, or as a substitute for, financial information prepared in accordance with GAAP.

Separate Account Assets and Liabilities and Separate Account Collateral Held under Securities Lending Agreements

Separate account assets are maintained by BlackRock Life Limited, a consolidated wholly owned subsidiary of the Company that is a registered life insurance company in the UK, and represent segregated assets held for purposes of funding individual and group pension contracts. The Company records equal and offsetting separate account liabilities. The separate account assets are not available to creditors of the Company and the holders of the pension contracts have no recourse to the Company’s assets. The net investment income attributable to separate account assets accrues directly to the contract owners and is not reported on the condensed consolidated statements of income. While BlackRock has no economic interest in these assets or liabilities, BlackRock earns an investment advisory fee for the service of managing these assets on behalf of its clients.

In addition, the Company records on its condensed consolidated statements of financial condition the separate account collateral obtained under BlackRock Life Limited securities lending arrangements for which it has legal title as its own asset in addition to an equal and offsetting separate account collateral liability for the obligation to return the collateral. The collateral is not available to creditors of the Company, and the borrowers under the securities lending arrangements have no recourse to the Company’s assets.

Consolidated Sponsored Investment Products

The Company consolidates certain sponsored investment products accounted for as variable interest entities (“VIEs”) and voting rights entities (“VREs”). See Note 2, Significant Accounting Policies, in the notes to the consolidated financial statements contained in the 2025 Form 10-K for more information on the Company’s consolidation policy.

60

The Company cannot readily access cash and cash equivalents, or other assets held by CIPs to use in its operating activities. In addition, the Company cannot readily sell investments held by CIPs in order to obtain cash for use in the Company’s operations.

June 30, 2026

(in millions)

GAAP

Basis

Separate

Account

Assets/

Collateral(1)

CIPs(2)

As

Adjusted

Assets

Cash and cash equivalents

$

10,492

$

—

$

335

$

10,157

Accounts receivable

5,444

—

—

5,444

Investments

15,144

—

4,072

11,072

Separate account assets and collateral held

under securities lending agreements

71,536

71,536

—

—

Operating lease right-of-use assets

1,848

—

—

1,848

Other assets(3)

8,793

—

55

8,738

Subtotal

113,257

71,536

4,462

37,259

Goodwill and intangible assets, net

62,618

—

—

62,618

Total assets

$

175,875

$

71,536

$

4,462

$

99,877

Liabilities

Accrued compensation and benefits

$

2,432

$

—

$

—

$

2,432

Accounts payable and accrued liabilities

2,012

—

—

2,012

Borrowings

12,744

—

—

12,744

Separate account liabilities and collateral

liabilities under securities lending agreements

71,536

71,536

—

—

Contingent consideration liabilities

7,875

—

—

7,875

Deferred income tax liabilities(4)

4,488

—

—

4,488

Operating lease liabilities

2,224

—

—

2,224

Other liabilities

8,024

—

462

7,562

Total liabilities

111,335

71,536

462

39,337

Equity

Total BlackRock, Inc. stockholders’ equity

57,613

—

—

57,613

Noncontrolling interests

6,927

—

4,000

2,927

Total equity

64,540

—

4,000

60,540

Total liabilities and equity

$

175,875

$

71,536

$

4,462

$

99,877

(1)

Amounts represent segregated client assets and related liabilities, in which BlackRock has no economic interest. BlackRock earns an investment advisory fee for the service of managing these assets on behalf of its clients.

(2)

Amounts represent the impact of consolidating CIPs.

(3)

Amount includes property and equipment and other assets.

(4)

Amount includes approximately $6.0 billion of deferred income tax liabilities related to goodwill and intangibles.

The following discussion summarizes the significant changes in assets and liabilities on a GAAP basis. Please see the condensed consolidated statements of financial condition as of June 30, 2026 and December 31, 2025 contained in Part I, Item 1 of this filing. The discussion does not include changes related to assets and liabilities that are equal and offsetting and have no impact on BlackRock’s stockholders’ equity.

Assets. Cash and cash equivalents at June 30, 2026 included $335 million of cash held by CIPs (see Liquidity and Capital Resources for details on the change in cash and cash equivalents during the six months ended June 30, 2026). Accounts receivable at June 30, 2026 increased $286 million from December 31, 2025, primarily due to higher base fee and technology services and subscriptions receivables. Investments at June 30, 2026 increased $1.9 billion from December 31, 2025 (for more information see Investments herein). Goodwill and intangible assets at June 30, 2026 decreased $633 million from December 31, 2025, primarily due to amortization of intangible assets. Other assets at June 30, 2026 increased $1.8 billion from December 31, 2025, primarily related to an increase in unit trust receivables (substantially offset by an increase in unit trust payables recorded within other liabilities) and an increase in certain minority investments.

61

Liabilities. Accrued compensation and benefits at June 30, 2026 decreased $1.4 billion from December 31, 2025, primarily due to 2025 incentive compensation cash payments in the first quarter of 2026, partially offset by 2026 incentive compensation accruals. Accounts payable and accrued liabilities at June 30, 2026 increased $272 million from December 31, 2025, primarily due to increased accruals. Contingent consideration liabilities at June 30, 2026 decreased $554 million from December 31, 2025, largely due to a change in fair value of contingent consideration in connection with the GIP and HPS Transactions, primarily impacted by the share price of BlackRock stock at the end of the period. Other liabilities at June 30, 2026 increased $1.2 billion from December 31, 2025, primarily due to higher unit trust payables (substantially offset by an increase in unit trust receivables recorded within other assets). Net deferred income tax liabilities at June 30, 2026 decreased $130 million from December 31, 2025, primarily due to the effects of temporary differences associated with acquired intangible assets.

Investments

The Company’s investments were $15.1 billion and $13.3 billion at June 30, 2026 and December 31, 2025, respectively. Investments include CIPs accounted for as VIEs and VREs. Management reviews BlackRock’s investments on an “economic” basis, which eliminates the NCI - CIPs portion of investments that does not impact BlackRock’s book value or net income attributable to BlackRock. BlackRock’s management does not advocate that investors consider such non-GAAP financial measures in isolation from, or as a substitute for, financial information prepared in accordance with GAAP.

The Company presents investments, as adjusted, to enable investors to understand the economic portion of investments that is owned by the Company as a gauge to measure the impact of changes in net nonoperating income (expense) on investments to net income (loss) attributable to BlackRock.

The Company further presents net “economic” investment exposure, net of deferred cash compensation investments and hedged exposures, to reflect another helpful measure for investors. The economic impact of investments held pursuant to deferred cash compensation plans is substantially offset by a change in associated compensation expense, and the impact of the portfolio of seed investments is mitigated by futures entered into as part of the Company's macro hedging strategy. Carried interest capital allocations are excluded as there is no impact to BlackRock’s stockholders’ equity until such amounts are realized as performance fees. Finally, the Company’s regulatory investment in Federal Reserve Bank stock, which is not subject to market or interest rate risk, is excluded from the Company’s net economic investment exposure.

June 30,

December 31,

(in millions)

2026

2025

Investments, GAAP

$

15,144

$

13,271

Investments held by CIPs

(10,525

)

(9,131

)

Net interest in CIPs(1)

6,453

6,564

Investments, as adjusted

11,072

10,704

Investments related to deferred cash compensation plans

(507

)

(337

)

Hedged exposures

(1,919

)

(1,682

)

Federal Reserve Bank stock

(88

)

(87

)

Carried interest

(3,594

)

(3,710

)

Total “economic” investment exposure(2)

$

4,964

$

4,888

(1)

Amounts include $3.5 billion and $3.7 billion of carried interest (VIEs) at June 30, 2026 and December 31, 2025, respectively, which has no impact on the Company’s “economic” investment exposure.

(2)

Amounts do not include corporate minority investments included in other assets on the condensed consolidated statements of financial condition.

62

The following table represents the carrying value of the Company’s economic investment exposure, by asset type, at June 30, 2026 and December 31, 2025:

June 30,

December 31,

(in millions)

2026

2025

Equity/Fixed income/Multi-asset(1)

$

4,398

$

4,212

Alternatives:

Private equity

767

761

Real assets

797

687

Other alternatives(2)

921

910

Alternatives subtotal

2,485

2,358

Hedged exposures

(1,919

)

(1,682

)

Total “economic” investment exposure

$

4,964

$

4,888

(1)

Amounts include seed investments in equity, fixed income, and multi-asset ETFs/mutual funds/strategies.

(2)

Other alternatives primarily include co-investments in credit funds, direct hedge fund strategies, and hedge fund solutions.

As adjusted investment activity for the six months ended June 30, 2026 was as follows:

(in millions)

Six Months

Ended

June 30, 2026

Investments, as adjusted, beginning balance

$

10,704

Purchases/capital contributions

1,111

Sales/maturities

(652

)

Distributions(1)

(187

)

Market appreciation(depreciation)/earnings from equity method investments

217

Carried interest capital allocations/(distributions)

(116

)

Other(2)

(5

)

Investments, as adjusted, ending balance

$

11,072

(1)

Amount includes distributions representing return of capital and return on investments.

(2)

Amount includes the impact of foreign exchange movements.

63

LIQUIDITY AND CAPITAL RESOURCES

BlackRock Cash Flows Excluding the Impact of CIPs

The condensed consolidated statements of cash flows include the cash flows of the CIPs. The Company uses an adjusted cash flow statement, which excludes the impact of CIPs, as a supplemental non-GAAP measure to assess liquidity and capital requirements. The Company believes that its cash flows, excluding the impact of the CIPs, provide investors with useful information on the cash flows of BlackRock relating to its ability to fund additional operating, investing and financing activities. BlackRock’s management does not advocate that investors consider such non-GAAP measures in isolation from, or as a substitute for, its cash flows presented in accordance with GAAP.

The following table presents a reconciliation of the condensed consolidated statements of cash flows presented on a GAAP basis to the condensed consolidated statements of cash flows, excluding the impact of the cash flows of CIPs:

(in millions)

GAAP

Basis

Impact on

Cash Flows

of CIPs

Cash Flows

Excluding

Impact of

CIPs

Cash, cash equivalents and restricted cash, December 31, 2025

$

11,490

$

461

$

11,029

Net cash provided by/(used in) operating activities

247

(2,859

)

3,106

Net cash provided by/(used in) investing activities

(740

)

66

(806

)

Net cash provided by/(used in) financing activities

(421

)

2,667

(3,088

)

Effect of exchange rate changes on cash, cash equivalents

and restricted cash

(62

)

—

(62

)

Net increase/(decrease) in cash, cash equivalents and restricted

cash

(976

)

(126

)

(850

)

Cash, cash equivalents and restricted cash, June 30, 2026

$

10,514

$

335

$

10,179

Sources of BlackRock’s operating cash primarily include base fees and securities lending revenue, performance fees, technology services and subscription revenue, advisory and other revenue and distribution fees. BlackRock uses its cash to pay all operating expenses, interest and principal on borrowings, income taxes, dividends/Subco distributions and repurchases of shares and share equivalents, acquisitions, capital expenditures and purchases of co-investments and seed investments.

For details of the Company’s GAAP cash flows from operating, investing and financing activities, see the condensed consolidated statements of cash flows contained in Part I, Item 1 of this filing.

Cash flows provided by/(used in) operating activities, excluding the impact of CIPs, primarily include the receipt of base fees, securities lending revenue, performance fees and technology services and subscription revenue, offset by the payment of operating expenses incurred in the normal course of business, including year-end incentive and deferred cash compensation accrued during prior years, and income tax payments.

Cash flows used in investing activities, excluding the impact of CIPs, for the six months ended June 30, 2026 were $806 million, primarily reflecting $690 million of net purchases of investments and $215 million of purchases of property and equipment, partially offset by $114 million of distributions of capital from equity method investees.

Cash flows used in financing activities, excluding the impact of CIPs, for the six months ended June 30, 2026 were $3.1 billion, primarily resulting from $1.9 billion of dividends/Subco distributions, $1.3 billion worth of share and share equivalents repurchases, including $0.4 billion of employee tax withholdings related to employee stock transactions.

64

The Company manages its financial condition and funding to maintain appropriate liquidity for the business. Management believes that the Company’s liquid assets, continuing cash flows from operations, borrowing capacity under the Company’s existing revolving credit facility and uncommitted commercial paper private placement program, provide sufficient resources to meet the Company’s short-term and long-term cash needs, including operating, debt and other obligations as they come due and anticipated future capital requirements. Liquidity resources at June 30, 2026 and December 31, 2025 were as follows:

June 30,

December 31,

(in millions)

2026

2025

Cash and cash equivalents(1)

$

10,492

$

11,468

Cash and cash equivalents held by CIPs(2)

(335

)

(461

)

Subtotal(3)

10,157

11,007

Credit facility – undrawn(4)

6,300

5,900

Total liquidity resources

$

16,457

$

16,907

(1)

Amounts exclude restricted cash.

(2)

The Company cannot readily access such cash and cash equivalents to use in its operating activities.

(3)

The percentage of cash and cash equivalents held by the Company’s US subsidiaries was approximately 50% at both June 30, 2026 and December 31, 2025. See Net Capital Requirements herein for more information on net capital requirements in certain regulated subsidiaries.

(4)

In March 2026, the aggregate commitment of the credit facility was increased from $5.9 billion to $6.3 billion. See Short-Term Borrowings herein for more information.

Total liquidity resources decreased $450 million during the six months ended June 30, 2026, primarily reflecting payments of 2025 year-end incentive awards, dividends/distributions of $1.9 billion, share and share equivalent repurchases of $1.3 billion, and $690 million of net purchases of investments, partially offset by a $400 million increase in the aggregate commitment amount under the credit facility and cash flows from other operating activities.

A significant portion of the Company’s $11.1 billion of investments, as adjusted, is illiquid in nature and, as such, cannot be readily convertible to cash.

Share Repurchases. In January 2026, the Company announced that the Board of Directors authorized the repurchase of an additional seven million shares under the Company's existing share repurchase program for a total of up to approximately 9.2 million shares of BlackRock common stock.

During the six months ended June 30, 2026, under the Company’s existing share repurchase program, the Company repurchased an aggregate of 0.8 million shares and share equivalents for approximately $900 million. At June 30, 2026, there were approximately 8.4 million shares still authorized to be repurchased under the program. The timing and actual number of shares repurchased will depend on a variety of factors, including legal limitations, price and market conditions.

Net Capital Requirements. The Company is required to maintain net capital in certain regulated subsidiaries within a number of jurisdictions, which is partially maintained by retaining cash and cash equivalent investments in those subsidiaries or jurisdictions. As a result, such subsidiaries of the Company may be restricted in their ability to transfer cash between different jurisdictions and to their parents. Additionally, transfers of cash between international jurisdictions may have adverse tax consequences that could discourage such transfers.

BlackRock Institutional Trust Company, N.A. (“BTC”) is chartered as a national bank that does not accept deposits or make commercial loans and whose operations are limited to trust and other fiduciary activities. BTC provides investment management and other fiduciary services, including investment advisory and securities lending agency services, to institutional clients. BTC is subject to regulatory capital and liquid asset requirements administered by the US Office of the Comptroller of the Currency.

At both June 30, 2026 and December 31, 2025, the Company was required to maintain approximately $2.2 billion in net capital in certain regulated subsidiaries, including BTC, entities regulated by the Financial Conduct Authority and Prudential Regulation Authority in the UK, and the Company’s broker-dealers. The Company was in compliance with all applicable regulatory net capital requirements.

65

Short-Term Borrowings

2026 Revolving Credit Facility. The Company maintains an unsecured revolving credit facility, which is available for working capital and general corporate purposes (the “2026 Credit Facility”). In March 2026, the 2026 Credit Facility was amended to, among other things, (1) increase the aggregate commitment amount by $400 million to $6.3 billion, (2) extend the maturity date to March 2031 for lenders pursuant to the Company's option to request extensions of the maturity date available under the 2026 Credit Facility and (3) remove the secured overnight financing rate ("SOFR") adjustment for all SOFR-based loans. The amended 2026 Credit Facility permits the Company to request up to an additional $1.4 billion of borrowing capacity, subject to lender credit approval, which could increase the overall size of the 2026 Credit Facility to an aggregate principal amount of up to $7.7 billion.

Interest on outstanding borrowings accrues at an applicable benchmark rate for the denominated currency of the loan, plus a spread. The 2026 Credit Facility requires the Company not to exceed a maximum consolidated leverage ratio (ratio of net debt to earnings before interest, taxes, depreciation and amortization, where net debt equals total debt less unrestricted cash) of 3.5 to 1, which was satisfied with a ratio of less than 1 to 1 at June 30, 2026. At June 30, 2026, the Company had no amount outstanding under the 2026 Credit Facility.

Commercial Paper Program. The Company may issue short-term unsecured commercial paper notes (the “CP Notes”) on a private-placement basis up to a maximum aggregate amount outstanding at any time of $5 billion. The payments of the CP Notes have been unconditionally guaranteed by BlackRock Finance, Inc. (formerly known as BlackRock, Inc.) ("Old BlackRock") (the "CP Notes Guarantee"). The CP Notes will rank equal in right of payment with all of BlackRock's other unsubordinated indebtedness, and the obligations of Old BlackRock under the CP Notes Guarantee will rank equal in right of payment with all of Old BlackRock's other unsubordinated indebtedness. Net proceeds of issuances of the CP Notes are expected to be used for general corporate purposes. The commercial paper program is currently supported by the 2026 Credit Facility. At June 30, 2026, BlackRock had no CP Notes outstanding.

Subsidiary Credit Facility. BlackRock Investment Management (UK) Limited ("BIM UK"), a consolidated wholly owned subsidiary of the Company, maintains a revolving credit facility (the “Subsidiary Credit Facility”) in the amount of £25 million (or approximately $33 million based on the GBP/USD foreign exchange rate at June 30, 2026) with a rolling 364-day term structure. The Subsidiary Credit Facility is available for BIM UK's general corporate and working capital purposes. At June 30, 2026, there was no amount outstanding.

Long-Term Borrowings

At June 30, 2026, the principal amount of long-term notes outstanding was $12.8 billion. See Note 15, Borrowings, in the 2025 Form 10-K for more information on overall borrowings outstanding as of December 31, 2025.

During the six months ended June 30, 2026, the Company paid approximately $230 million of interest on long-term notes. Future principal repayments and interest requirements at June 30, 2026 were as follows:

(in millions)

Year

Principal

Interest(1)

Total

Payments

Remainder of 2026

$

—

$

274

$

274

2027

1,500

493

1,993

2028

—

445

445

2029

1,500

417

1,917

2030

1,000

377

1,377

2031

1,250

353

1,603

Thereafter(1)

7,593

3,765

11,358

Total

$

12,843

$

6,124

$

18,967

(1)

The amounts related to the 3.75% Notes due 2035 are calculated using the EUR/USD foreign exchange rate as of June 30, 2026.

66

Supplemental Guarantor Information

BlackRock, Inc. (“New BlackRock”) is the issuer of 4.6% Notes due 2027, 4.7% Notes due 2029, 5.0% Notes due 2034, 4.9% Notes due 2035, 3.75% Notes due 2035, 5.25% Notes due 2054 and 5.35% Notes due 2055 (collectively the "New BlackRock Notes"), which are fully and unconditionally guaranteed on a senior unsecured basis by Old BlackRock ("Notes Guarantees"). The New BlackRock Notes and the Notes Guarantees rank equally in right of payment with all of BlackRock's and Old BlackRock's other unsubordinated indebtedness, respectively. No other subsidiary of New BlackRock or Old BlackRock guarantees the New BlackRock Notes. The Notes Guarantees will be automatically and unconditionally released and discharged, and Old BlackRock will be released from all obligations under the indenture in its capacity as guarantor, in certain circumstances as described in the separate indentures governing the New BlackRock Notes. See Note 14, Borrowings, in the notes to the condensed consolidated financial statements and Note 15, Borrowings, in the 2025 Form 10-K for further information on New BlackRock Notes.

In October 2024, in connection with the closing of the GIP Transaction, New BlackRock also entered into a guarantee (the “New BlackRock Guarantee”) pursuant to which New BlackRock fully and unconditionally guaranteed, on a senior unsecured basis, the remaining obligations of Old BlackRock with respect to its previously issued senior unsecured notes. The New BlackRock Guarantee ranks equally in right of payment with all of New BlackRock's other unsubordinated indebtedness. In certain circumstances as described in the New BlackRock Guarantee, the New BlackRock Guarantee will be automatically and unconditionally released and discharged, and New BlackRock will be released from all obligations under the New BlackRock Guarantee.

The following presents unaudited summarized financial information of New BlackRock and Old BlackRock (together with New BlackRock, the "Obligor Group") on a combined basis as of June 30, 2026 and December 31, 2025 and for the three and six months ended June 30, 2026. Intercompany balances and transactions between New BlackRock and Old BlackRock have been eliminated, and balances and transactions with subsidiaries, which are not part of the Obligor Group, have been separately presented, and investments in and equity in earnings related to subsidiaries of New BlackRock and Old BlackRock, which are not members of the Obligor Group, have been excluded.

Summarized Balance Sheet (unaudited)

June 30,

December 31,

(in millions)

2026

2025

Assets

Receivables from non-guarantor subsidiaries

$

4

$

2,655

Goodwill and intangible assets

27,102

27,274

Other assets

1,291

1,228

Total assets

$

28,397

$

31,157

Liabilities

Borrowings

$

12,744

$

12,769

Payables to non-guarantor subsidiaries

4,026

5,485

Other liabilities

3,920

3,806

Total liabilities

$

20,690

$

22,060

Summarized Income Statement (unaudited)

For the three months ended June 30, 2026, net loss of the Obligor Group was $188 million, primarily comprised of $130 million of interest expense and $85 million of intangible amortization expense. Revenue during this period was not material.

For the six months ended June 30, 2026, net income of the Obligor Group was $164 million, primarily comprised of a noncash gain of $500 million related to a change in fair value of contingent consideration, partially offset by $261 million of interest expense and $171 million of intangible amortization expense. Revenue during this period was not material.

67

Commitments and Contingencies

Contingent Consideration Liabilities. In connection with certain acquisitions, BlackRock is required to make contingent payments, subject to the achievement of specified performance targets or satisfaction of certain post-closing events. The fair value of any contingent consideration is estimated at the time of acquisition closing and is included in contingent consideration liabilities on the condensed consolidated statements of financial condition. The fair value of the remaining aggregate contingent payments at June 30, 2026 totaled $7.9 billion, including $4.3 billion and $3.4 billion related to the GIP and HPS Transactions, respectively. The contingent payments related to the GIP Transaction, if any, will be settled all in stock, for a number of shares ranging from 4.0 million to 5.2 million shares, subject to achieving certain performance targets.

The contingent payments related to the HPS Transaction, if any, will be delivered all in Subco Units of approximately 2.8 million to 4.4 million, subject to achieving certain post-closing conditions and financial performance milestones. On July 1, 2026, a contractual provision that could have required cash settlement of the contingent consideration associated with the HPS Transaction expired. As a result, during the third quarter of 2026, the Company will reclassify a portion of the contingent consideration, consisting of 2.8 million Subco Units (with a fair value of approximately $2.6 billion) and subject to the achievement of a specified post-closing condition, from liabilities to equity.

Investment Commitments. At June 30, 2026, the Company had $2.8 billion of various capital commitments to fund sponsored investment products, including CIPs. These products include various private market products, including private equity funds, real assets funds and opportunistic funds. This amount excludes additional commitments made by consolidated funds of funds to underlying third-party funds as third-party noncontrolling interest holders have the legal obligation to fund the respective commitments of such funds of funds. Generally, the timing of the funding of these commitments is unknown and the commitments are callable on demand at any time prior to the expiration of the commitment. These unfunded commitments are not recorded on the condensed consolidated statements of financial condition.

These commitments do not include potential future commitments approved by the Company that are not yet legally binding. The Company intends to make additional capital commitments from time to time to fund additional investment products for, and with, its clients.

Critical Accounting Policies and Estimates

The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenue and expense during the reporting periods. Actual results could differ significantly from those estimates. These estimates, judgments and assumptions are affected by the Company’s application of accounting policies. Management considers the following accounting policies and estimates critical to understanding the condensed consolidated financial statements. These policies and estimates are considered critical because they had a material impact, or are reasonably likely to have a material impact on the Company’s condensed consolidated financial statements and because they require management to make significant judgments, assumptions or estimates.

For a summary of these and additional accounting policies as well as recent accounting developments, see Note 2, Significant Accounting Policies, in the notes to the condensed consolidated financial statements. In addition, see Critical Accounting Policies and Estimates in Management’s Discussion and Analysis of Financial Condition and Results of Operations and Note 2, Significant Accounting Policies, in the 2025 Form 10-K for further information.

Consolidation. The Company consolidates entities in which the Company has a controlling financial interest. The Company has a controlling financial interest when it owns a majority of the VRE or is a primary beneficiary (“PB”) of a VIE. Assessing whether an entity is a VIE or a VRE involves judgment and analysis on a structure-by-structure basis. Factors considered in this assessment include the entity’s legal organization, the entity’s capital structure, the rights of equity investment holders, the Company’s contractual involvement with and economic interest in the entity and any related party or de facto agent implications of the Company’s involvement with the entity. Entities that are determined to be VREs are consolidated if the Company can exert absolute control over the financial and operating policies of the investee, which generally exists if there is greater than 50% voting interest.

Entities that are determined to be VIEs are consolidated if the Company is the PB of the entity. BlackRock is deemed to be the PB of a VIE if it (1) has the power to direct the activities that most significantly impact the entities’ economic performance and (2) has the obligation to absorb losses or the right to receive benefits that potentially could be significant to the VIE. There is judgment involved in assessing whether the Company is the PB of a VIE. In addition, the Company’s ownership interest in VIEs is subject to variability and is impacted by actions of other investors such as ongoing redemptions and contributions.

The Company generally consolidates VIEs in which it holds an economic interest of 10% or greater and deconsolidates such VIEs once its economic interest falls below 10%. As of June 30, 2026, the Company was deemed to be the PB of approximately 140 VIEs, which are BlackRock sponsored investment products. See Note 6, Consolidated Sponsored Investment Products, in the notes to the condensed consolidated financial statements for more information.

68

Fair Value Measurements. The Company’s assessment of the significance of a particular input to the fair value measurement according to the fair value hierarchy (i.e., Level 1, 2 and 3 inputs, as defined) in its entirety requires judgment and considers factors specific to the financial instrument. See Note 2, Significant Accounting Policies, and Note 8, Fair Value Disclosures, in the notes to the condensed consolidated financial statements for more information on fair value measurements.

Goodwill and Intangible Assets. The Company accounts for business combinations using the acquisition method of accounting, where the purchase price is allocated to the assets acquired and liabilities assumed based on their fair values at the date of the transaction. Any excess purchase consideration over the fair value of net assets acquired is recorded as goodwill.

The Company determines the fair value of identifiable intangible assets acquired using the best available information which incorporates various estimates and assumptions, including, but not limited to, future expected cash flows, fundraising assumptions, useful lives, and discount rates. These estimates are based on historical data, internal estimates, or external sources. Changes in economic conditions, capital markets, client behavior, regulatory environments, or other factors could cause actual results to differ materially from these estimates and assumptions.

Contingent Consideration Liabilities. In connection with certain acquisitions, BlackRock is required to make contingent payments, subject to the achievement of specified performance targets or satisfaction of certain post-closing events. The fair value of this contingent consideration is estimated at the time of acquisition closing and is included in contingent consideration liabilities on the condensed consolidated statements of financial condition. The fair value of the remaining aggregate contingent payments at June 30, 2026 totaled $7.9 billion, including $4.3 billion and $3.4 billion related to the GIP and HPS Transactions, respectively.

The contingent payments related to the GIP Transaction, if any, will be settled all in stock, ranging from 4.0 million to 5.2 million shares, subject to achieving certain performance targets. The fair value of the GIP Transaction contingent consideration is estimated using the income approach, which included certain significant inputs such as a risk-free discount rate of approximately 4.1% as of June 30, 2026, as well as current estimates of the timing and amounts of fundraising forecasts, stock and AUM volatility, and correlation between stock price and AUM (Level 3 inputs).

The payments related to the HPS Transaction, if any, will be delivered all in Subco Units of approximately 2.8 million to 4.4 million, subject to achieving certain post-closing conditions and financial performance milestones. The fair value of the HPS Transaction contingent consideration is estimated using the income approach, which included certain significant inputs such as a risk-free discount rate of approximately 4.1% as of June 30, 2026, as well as estimates of the timing and amounts of fundraising and fee-related earnings forecasts, cost of equity, and stock price performance (Level 3 inputs).

Subsequent changes of estimated fair value of contingent consideration are recorded within change in fair value of contingent consideration expense on the condensed consolidated statements of income. Accordingly, changes in the key inputs and assumptions described will impact the amount of contingent consideration expense recorded in a reporting period. A portion of the contingent consideration is subject to reclassification to equity when certain contingencies are resolved or when triggers that may require the Company to settle an amount in cash expire. On July 1, 2026, a contractual provision that could have required cash settlement of the contingent consideration associated with the HPS Transaction expired. As a result, during the third quarter of 2026, the Company will reclassify a portion of the contingent consideration, consisting of 2.8 million Subco Units (with a fair value of approximately $2.6 billion) and subject to the achievement of a specified post-closing condition, from liabilities to equity.

Upon reclassification, this equity-classified contingent consideration will not be subject to fair value remeasurement and therefore will not impact the Company's condensed consolidated statements of income.

69

Investment Advisory Performance Fees / Carried Interest. The Company receives investment advisory performance fees, including incentive allocations (carried interest) from certain actively managed investment funds and certain SMAs. These performance fees are dependent upon exceeding specified relative or absolute investment return thresholds, which vary by product or account, and include monthly, quarterly, annual or longer measurement periods.

Performance fees, including carried interest, are generated on certain management contracts when performance hurdles are achieved. Such performance fees are recognized when the contractual performance criteria have been met and when it is determined that they are no longer probable of significant reversal. Given the unique nature of each fee arrangement, contracts with customers are evaluated on an individual basis to determine the timing of revenue recognition. Significant judgment is involved in making such determination. Performance fees typically arise from investment management services that began in prior reporting periods. Consequently, a portion of the fees the Company recognizes may be partially related to the services performed in prior periods that meet the recognition criteria in the current period.

At each reporting date, the Company considers various factors in estimating performance fees to be recognized, including carried interest. These factors include but are not limited to whether: (1) the amounts are dependent on the financial markets and, thus, are highly susceptible to factors outside the Company’s influence; (2) the ultimate payments have a large number and a broad range of possible amounts; and (3) the funds or SMAs have the ability to (a) invest or reinvest their sales proceeds or (b) distribute their sales proceeds and determine the timing of such distributions.

The Company is allocated/distributed carried interest from certain alternative investment products upon exceeding performance thresholds. The Company may be required to reverse/return all, or part, of such carried interest allocations/distributions depending upon future performance of these products. Carried interest subject to such clawback provisions is recorded in investments or cash and cash equivalents to the extent that it is distributed, on its condensed consolidated statements of financial condition. The Company records a liability for deferred carried interest to the extent it receives cash or capital allocations related to carried interest prior to meeting the revenue recognition criteria. At both June 30, 2026 and December 31, 2025, the Company had $3.5 billion of deferred carried interest recorded in other liabilities on the condensed consolidated statements of financial condition.

A portion of the deferred carried interest may also be paid to certain employees and other third parties. The ultimate timing of the recognition of performance fee revenue and related compensation expense, if any, is unknown. See Note 16, Revenue, in the notes to the condensed consolidated financial statements for detailed changes in the deferred carried interest liability balance for the three and six months ended June 30, 2026 and 2025.

70

Mentions · how they’re counted

CategoryUnderlinedWord counterModel’s count
AI

AI, artificial intelligence, generative AI, machine learning, large language model, LLM

111
Layoffs

layoffs, RIF, headcount reduction, workforce optimization, restructuring

10—1
Recession

recession, downturn, contraction, slowdown

000
Tariffs

tariff, trade war, trade barriers, trade restrictions, trade policy

111
Buybacks

share repurchase, buyback program

4—1

Underlines use the same word lists the scores use. AI, recession and tariffs follow Palanor’s word counter, so those counts match it exactly on the same text. Layoffs and buybacks use the terms the model was given. The model’s count is an estimate by meaning, not by string, so it can differ from the underlines.

Source: SEC EDGAR · public domain · Highlights by Palanor